A

A

PROJECT REPORT

ON

INDUSTRIAL EXPOSURE

In partial fulfilment of the requirement for the award of degree of

Bachelors in Business Administration (B.B.A.)

Submitted By: Under the Guidance of:

PRABHAT MITRA MS.CHINKI GOYAL

BHARATI VIDYAPEETHs

INSTITUTE OF MANAGEMENT & RESEARCH, NEW DELHIACKNOWLEDGEMENTI am very thankful to everyone who all supported me, for I have completed my project effectively and more over on time.I am equally grateful to my teacher Ms.CHINKI GOEL, She gave me moral support and guided me in different matters regarding the topic. She had been very kind and patient while suggesting me the outlines of this project and correcting my doubts. I thank her for her overall supports.Last but not least I would like to thank my colleagues to lay their helpful hands whenever required.PREFACEA hallmark of any premier business school is its willingness and ability to constantly explore and implement new ideas and practices in the field of management education. Institute constantly reorients their programs in order to keep abreast of changing development.

The initial interaction between school students and industry takes place when the students undergo project is usually for knowing the process for recruitment, selection, industrial relations & training of that institution. It is often the exposure to corporate culture that a student receives, particularly true for students without prior work experience.

The main purpose of the study is to know the policies of the bank regarding recruitment, selection & training, which helped me in gaining knowledge about the different working pattern of different departments of the company.

CONTENTS

Chapter 1: Introduction to Company

1. Nature of Business

2. Type & ownership Pattern

3. Organizational Structure

4. Production Lay out

5. Organisational Policies

Chapter 2: Industrial Analysis

1. Industry Overview (Growth rate of Industry, Contribution to GDP)

2. Current Issues (From Newspaper, Journals For Company and Industry)

3. Key Competitors

4. Environmental Scanning Political environment, Economic environment, Socio-Cultural Environment, technological environment, environmental issues (Green environment) and Legal environment.

5. Porters five forces model of competition Michael Porter

Chapter 3: Marketing Strategies

1. Products of Company

2. 4 Ps (Product: Price, Place & Promotion)

3. STP (Segmentation, Targeting and Positioning)

4. Distribution Channels

5. Promotion Strategies

Chapter 4: Financial Analysis

1. Sources of Finance

2. Ratio Analysis Any 5

3. Net Profit/ Balance sheet (from annual report) -Analyse

Chapter 5: Key Learnings from the Company and Recommendations

1. Performance Analysis of the Company

2. Reasons for the expansion/contraction/diversification of Company

3. Comment on Organizational Leadership

4. Market share/growth rate of Company

5. SWOT Analysis of the Company

Chapter 6: FindingsChapter 7: Conclusions and SuggestionsBibliographyEXECUTIVE SUMMARY

The objective of this project was to analyze the financial statements with special reference to BANK OF AMERICA CONTINUUM SOLUTIONS PVT LTD. international businesss A Continuum Solutions Private Limited is a wholly owned subsidiary of BanK of America Management Corporation, set up under Bank of America's Global Delivery Model. It functions as a dedicated banking back office operations partner, providing the global back-end for services in the Global Corporate Investment Banking (GCIB) as well as Consumer Banking spectrum.

B A Continuum transcends routine BPO operations, offering employees exciting opportunities in high-end banking transaction processing in a wide spectrum ranging from Trade Finance, Treasury Management, Cards Management, Corporate Investment Banking, Equity Research etc. As a dedicated Banking Back Office, the complexity and value generation of the operations that they carry out at B A Continuum are vastly enriching. It focuses on the core banking operations in the complex and challenging Financial Services domain, supporting critical processes in the following core domains, across US, Europe and Asia Pacific: Global Treasury Services & Treasury Management Foreign Exchange Operations Equity Research Trade Finance Cards Exception Management Customer Service & Support Mortgage Services Providing effective services in this context entails a mix of functional, industry-specific knowledge and skills and an up-to-date, analytical understanding of the business environment and requirements in each specific location in addition to standard BPO skills. Working at B A Continuum involves a unique mix of skills and abilities, which also translate into unique skills, attitudes and behaviors and opportunities for the right person.

The project starts off with the BANK OF AMERICAS financial statements of

2009 and comparing it to the previous four years i.e. 2008, 2007, 2006,

2005, about its performance in the last few years, highlighting the risks

associated with it. It gives an overview of the present position of Bank Of

America. The initial analysis basically starts off with the financial highlights of

the year 2009, THE BALANCE SHEET for the year 2009 working out required

ratios which are required for the comparison within the firm with the last four years and then working out the required graphs and pie charts to make the

analysis more simpler and easier to understand.

OBJECTIVE

The objective of this project was to analyze the financial growth of BANK OF AMERICA CONTINUUM SOLUTIONS PVT LTD. Also the research was carried out comprehensively in order to understand increase of BANK OF AMERICAS CONTINUUM SOLUTION PVT LTD. performance region wise.

It also tries to analyse the need gaps of the firm in terms of its finance and depicts about the various services provided by it in order to carry out its business.The primary object of this project was to find out:-

1. To understand BANK OF AMERICA CONTINUUM SOLUTIONS PVT LTD. financial position in the market.

2. To identify the parameters on which the BANK OF AMERICA CONTINUUM SOLUTIONS PVT LTD growth3. To find the services being offered by BANK OF AMERICA CONTINUUM SOLUTIONS PVT LTD this makes it the leader in the market

INTRODUCTIONCHAPTER-1Nature of businessBANK OF AMERICA

BANK OF AMERICAS CONTINUUM SOLUTIONS PVT LTDB A Continuum Solutions Private Limited is a wholly owned subsidiary of Banc of America Management Corporation, set up under Bank of America's Global Delivery Model. We function as a dedicated banking back office operations partner, providing the global back-end for services in the Global Corporate Investment Banking (GCIB) as well as Consumer Banking spectrum. B A Continuum transcends routine BPO operations, offering employees exciting opportunities in high-end banking transaction processing in a wide spectrum ranging from Trade Finance, Treasury Management, Cards Management, Corporate Investment Banking, Equity Research etc. As a dedicated Banking Back Office, the complexity and value generation of the operations that we carry out at B A Continuum are vastly enriching. We focus on core banking operations in the complex and challenging Financial Services domain, supporting critical processes in the following core domains, across US, Europe and Asia Pacific: Global Treasury Services & Treasury Management Foreign Exchange Operations Equity Research Trade Finance Cards Exception Management Customer Service & Support Mortgage Services Providing effective services in this context entails a mix of functional, industry-specific knowledge and skills and an up-to-date, analytical understanding of the business environment and requirements in each specific location in addition to standard BPO skills. Working at B A Continuum involves a unique mix of skills and abilities, which also translate into unique skills, attitudes and behaviors and opportunities for the right person.

The subsidiary helps the bank to remain competitive in the global market and to grow in the U.S. and abroad,. Bank of America is the latest multinational bank to outsource back-office operations to India. The bank already outsourcers software development work to Indian software companies such as Infosys Technologies Ltd. in Bangalore and Tata Consultancy Services in Mumbai. . U.S. banks, brokerage firms, insurance companies, mutual fund and other financial services firms are planning to relocate more than 500,000 jobs offshore, representing 8% of their workforces, over the next five years, according to a study conducted last year by the management consultancy A.T. Kearney Inc. in Plano, Texas Continuum Solutions is part of Bank of America's Global Delivery Center of Expertise, which is responsible for all of the bank's offshore outsourcing activities. The back-office support provided by Continuum will be a mix of transaction processing and high-end complex processing. B A Continuum transcends routine BPO operations, offering employees exciting opportunities in high-end banking transaction processing in a wide spectrum ranging from Trade Finance, Treasury Management,Cards Management, Corporate Investment Banking, Equity Research etc. As a dedicated Banking Back Office, the complexity and value generation of the operations that we carry out at B A Continuum are vastly enriching. We focus on core banking operations in the complex and challenging Financial Services domain, supporting critical processes in the following core domains, across US, Europe and Asia Pacific: Global Treasury Services & Treasury Management Foreign Exchange Operations Equity Research Trade Finance Cards Exception Management Customer Service & Support Mortgage Services Providing effective services in this context entails a mix of functional, industry-specific knowledge and skills and an up-to-date, analytical understanding of the business environment and requirements in each specific location in addition to standard BPO skills. Working at B A Continuum involves a unique mix of skills and abilities, which also translate into unique skills, attitudes and behaviors and opportunities for the right person.

Bank of America The largest commercial bank in the US in terms of deposits, the largest Americancompany in terms of market capitalization and largest company of its kind in the world,the Bank of America Corporation (B&A) is one of the biggest financial holding

companies, which offers banking and non-banking services locally and internationally. Itfocuses on consumer and small business banking, global corporate and investment andglobal wealth and investment management. (Loosvelt, D. 2006) Founded in 1874, it wasoriginally known as the Nations Bank till its acquisition of a San Francisco-based Bankof America in which it assumed its current name.The Bank of America is the leading financial institution in the US. It is second-largestbank in terms of assets. It has the most extensive branch network covering some 30states from coast to coast. In terms of profitability, it has a profit margin of 31.61%. Onthe other hand, the efficiency of its management can be reflected on its 16.6% return onequity. Major weaknesses of the bank stem out from its financial policies (e.g. accountclosures without warning and prioritization in the clearing of biggest checks; withholdingcustomers' direct deposit to cover debts); human resource policies (e.g. charges of racialdiscrimination in wage, promotion and training); and flaws in its online banking services(e.g. website redirection weakness; ineffective site key security)

According to its present Chairman, CEO and President, Kenneth D. Lewis, the mission ofBank of America is to build vivacious and attractive communities where opportunities abound for all people through the astute integration of human and financial capital.Under this premise, the mission of the organizations immediately underscores the criticalrole of human resource in attaining the organizations objectives. The success of thecorporation relies heavily on the human capital.

The Human Resource DepartmentEmployees define an organization. In the case of Bank of America, their humanresources are also an essential ingredient for the accomplishment of the mission. Thus,stress and emphasis has to be given to this particular resource by employing strategies that would adhere to the strong principles and philosophies for progress and development of the people at work. This is to be done to ensure of achieving the very same goal for the company. The sure way of focusing on this issue is to value the person at work. It isimportant to understand the nature of the workforce as well as his needs and the motivethat he has.

The Human Resource Department (HRD) is the specialized department that handles alladministrative needs of the people in the organization. Its primary role is to implementthe organization function of management, includes the performance of the recruitment ofthe manpower needs of the organization, design and conduct of manpower development,formulation of compensation and other benefits; implementation of safety and healthissues and maintenance of employee and labor relations.Individual developmentThe high regard and support of the company towards individual development oforganizational employees is reflected in the benefits that every Bank employee is entitledto. First of all, Bank of America adopts a policy of equal employment opportunity thus opening its doors to all potential employees regardless of race, religion, color, sex, sexualorientation, gender, age, national origin, ancestry, citizenship, veteran or disability statusor any other factor prohibited by law.Job Design. In terms of job design, it implements job rotation and job enlargementwithin its local branches so that jobs are designed to be a channel for one to assert his/ herpersonality or as a form of continuing education that allows for employees to improvethemselves. Apparently, because job rotation in the routine functions of personnel in thebank open rooms for diversity which make work more interesting. Work becomes aninstrument by which an employees potentials are drawn out and tested. Challengescoerce an employee to utilize personal resources that give opportunities for selfimprovement and development. Every individual seeks his being productive in the use ofhis mind and creativity. Through job rotation and enlargement, work becomes interestingand challenging. A person gets occupied in a real sense when he has the opportunity to use whatever knowledge he already has or when he is forced to acquire newer knowledge in order to resolve a problematic situation confronting him. He escapes boredom and his work becomes worthwhile. He can then think positively, viewing problems not as burdens that bear him down but as challenges that can lead him to greater achievements. This will make him diligent, for the reason not only because he loves his work but also because he is ever on the look-out for better wages and means of solving problems and meeting challenges. Compensation. Employees commonly depend on the monetary compensation of a job in order to make a living. The job pay should therefore be a commensurate remuneration sufficient for an employee to pay for his personal and familys basic needs. Basic needs cover not only food, clothing and shelter, but also health and personal care, education, rest and recreation. For instance, Bank of America offers healthcare plans, a variety of medical, dental and vision plans; Insurance plans that provides income replacement in the event of serious injury or emergency cases; Reimbursement accounts which help in reducing health care costs; Retirement plans, a voluntary savings plan including a company funded pension plan.

Work-Life Balance. Furthermore, Bank of American has further devised ways to compensate their employees in the form of fringe benefits. Among the many strategies employed the progress and development of the people at work is to recognize and maintain their employees role as parents as well. Bank of America offer benefits that are supportive of their employees familial or personal responsibilities.

Among the common policies adopted to support and recognize the evolving needs of employees in relation to their personal and familial life are counseling programs that assist employees on matters regarding personal life and provision of child and eldercare services so that employees can attend their familial obligations while at work. The company also employs flexible work arrangements as telecommuting, compressed workweeks, flextime, so that employees can further balance their responsibilities.

Other Benefits. Because the banks employees are themselves similar to the people or customers that the bank serves, they are furthermore entitled to certain discounts in case they want to avail of companys products and services including Housing loans, Commuter benefits, disability loans, and educational partnerships, among many others. Career Development Career development of employees is addressed in two ways: the establishment of a standard career path that ensures growth or promotion of an employee and through personnel training. Career Development in Bank of America is an interlocked structure consisted of three critical facilitators namely the associates, managers and the organization. The first functions as the driver, second as facilitator in the process and the organization as the overall enabler. This framework is allied on the principle of 'the right person for the right job', which creates an environment in which the employees individual needs conforms and compliments the needs of the organization.

A common strategy employed by companies designed to ensure commitment of members/ employees to organizations/ companies are geared towards the individual empowerment and success of each employee by investing in employee education and training. Aside from keeping employees abreast with job changes brought about by technology, it makes them more productive and allows them to grow professionally.

The first step in the training design process is conducting a needs assessment. Strategic training and development initiatives should be committed to writing in the company's business strategy that is based on the business environment, and the company's goals and resources. The effectiveness of training highly depends on the needs of both the organization and its employees. There are common training needs of organizations which must be addressed based on the very nature of the organization as a group of people and based on its need to survive in the modernizing trends in its environment i.e. embrace of new technology.

Aside from company sponsored employee training and seminars, Bank of America also provides the opportunity for its employees to follow their inherent capacities and inclinations to create a more rewarding career through MBA Education Program and Tuition reimbursement policy; Internal job postings, which allows growth opportunities across functions; and the assignment or voluntary involvement in communities of interest.

Leadership Training. A big company like the Bank of America has nowhere else to go but to expand. Since 1998, it has principally pursued its expansion programs by acquisition of existing financial institutions and other companies, to wit: northeastern banking behemoth Fleet Boston; credit card giant MBNA; U.S. Trust; ABN AMRO

North and LaSalle Bank among others. (American Bar Association, 2007). Whenever the bank pursues an expansion project through the acquisition of a financial institution, manpower leadership training always becomes necessary for two basic reasons: the need to learn the integration of the policies, strategies and operations of the merging companies and the opportunities for existing personnel of Bank of America to get promoted in leadership, managerial and supervisory roles or positions in the assimilation of the acquired company and implementation of the core values and strategic

operations of the Bank of America.On other hand, the need for Bank of America to address the weaknesses of its online banking services entails continuous training and development in terms of operations and technical expertise for its technical maintenance and online banking personnel to ensure that they remain abreast to any changes or advances in information technology. Bank of America requires leadership training program for its consolidation projects with other companies. Bank of America set the qualities of a successful leader as follows: a focus on business growth; ability to lead; ability to execute; optimism; and upholding company values. (Fulmer, R.M. and Conger, J.A., 2004) Key competencies must be well defined in each category. For instance, deep/broad financial management and functional skills is necessary for growing business and the ability to create competitive and innovative business plans. In terms of leadership performance, the ability to align enterprise capabilities, leverages teams to drive performance and inspire commitment is included. The need to instill management focus and discipline, build partnerships or make swift sound decisions are competencies for driving execution.

Organizational DevelopmentThe process in which managers develop or change their organizations structure is calledorganization design, which is primarily carried out to define the work specialization of every organizational component. Any organization starts with a simple structure, where in individual roles are basically defined. There is no single type of organizational structure that is most effective. Organizational design depends on the objectives of the organization and follows the strategy the organization adopts to achieve that objective.

Organizational design depends completely on how well it matches the particularenvironment and strategy. (Roberts, J. 2004) Different factors and circumstances are considered in designing organization such as the stability or innovative demands of the business environment.

To complement or supplement the training and development needs of Bank of America based on targeted results, it also created an organizational design that is dynamic organization ideal in order for creating a learning organization that encourage and provide employees the capacity to learn and to change more quickly. In today's economy, an organization must be open and receptive to changes to adapt to the challenges of the constantly changing environment in which it thrive in order to remain responsive to the needs of the clients it serves. An organizations strategy must be adapted to changes in its competitive environment. This sometimes requires strategic change that creates the need for restructuring the organization to acquire new and different knowledge, skills and abilities. Technology also affects organizational design. For instance, computerization usually results into streamlining the organization by downsizing. Computerization also synergizes function which entail merging separate units.

The creation of a learning culture in Bank of America starts from the proper communication of the expectation that employees should take to enhance their skills and remain at the competitive edge in their professional expertise. It also provides the necessary resources, facilities and training to support this goal. The bank also impart to employees the specific needs of the company with which they to reconcile or balance individual and company objectives. Finally, such set up is properly inculcated to potential as well as new employees through wide information dissemination. The Bank of America website for one great resource of learning the cultural orientation that Bank of America would like to introduce.

Performance Management Perform well and get rewarded. This is the underlying philosophy of Bank of America. Employees are rewarded for hard work. The Performance Management System is constituted by joint developmental needs identification during pay for performance cycle; continued coaching & feedback from supervisor and merit promotion system in which an employee can progress faster depending on performance and potential.

Moreover, Bank of America treats their workers like their valuable clients. It keeps in mind that the human resources are the major assets that constitute the organization or the company. All employees should be treated equally in terms of work amount, just remuneration and opportunities to grow. In the same manner, any form of prejudice or favoritism would be detrimental to maintaining fairness and equality among employees.

Finally, management and every employee recognize the crucial role each one plays in the achievement of the organizational objectives. Opportunities for employees to work interdependently are created which further help connect and improve communication and development of work teams.

Evaluation

The Bank also has a standard performance appraisal system by which all employees are fairly evaluated. This apparently includes typical criteria like absenteeism, courtesy among others. However, the Bank is more results oriented and gives more weight to an employees outputs, accomplishments and productivity. This is apparently in line with their perform well and get rewarded Bank of America employs a nuance of empowerment evaluation where evaluation is democratized through the participation of employees. Instead of focusing on management alone, this approach focuses on decisions that emanates from a democratic process or based on the diffusion of power. (Fetter man, D. M., 2001). Empowerment evaluation is self-evaluation and reflection to help improve programs. People involved are empowered to conduct self evaluation at the same time a supervisor or boss coaches or helps facilitate the process. As such, this participatory evaluation creates a learning process for the recipients of the program that will help them reach their desired goals on a step by step process. Empowerment evaluation is a process controlled by people and done for the people. It is something they themselves undertake as a formal reflective

method for their own development and empowerment.

Role of practitioners Using the internal leadership and career development system of Bank of America may not be adequate considering the comprehensiveness of developing the key competencies required by the training. Also, in consideration of the magnitude and dispersed personnel of the company i.e. located in branches, there is a need to outsource or tap the expertise of external training service providers in order to meet the training demands in the most cost effective and fastest way. For one, online or web-based customized training must be developed in order to reach training participants the fastest way. In considering an external training provider, Bank of America must carefully evaluate the external trainings capacity and ability to deliver its requirements. The major requirements includes: the ability of the trainer to define success from the customers (B&A) perspective (Sosa, J., 2004); development of success measures; consistency of internal success metrics with customer success metrics; expectation and success validity; among others. The external trainer must be able to address the following issues: development and design of a customized curriculum that will meet the needs of B&A; incorporation of existing learning content and tools to integrate organization-specific language, concepts, and competency model; training of internal facilitators from the company to be training resources; and conduct of training effectiveness and assessment to verify skill improvement.

Conclusion

The human resource department is an integral part of any organization. This is especially in the case of Bank of America where the human resource is at the core of its mission. Taking care of the human resource is of utmost important because it is the people who make up the organization and it is the people who actually bridge the objectives of the organization into action. The people are an important resource in any organization because they are the major source of ideas and active executers of service of any organization. The Bank of America HR department plays a critical role in managing the general welfare of the employees because the organization itself is the microcosm of the society it aims to build. Thus, it formulates its policies in such a way to reflect the ideal

BANK OF AMERICA CORPORATIONTYPE

PUBLIC

NYSE: BAC

TYO: 8648

DOW JONES INDUSTRIAL AVERAGE COMPONENTS

INDUSTRTY BANKING

FINANCIAL SERVICES

INDUSTRIAL SERVICES

FOUNDED BANK OF ITALY (1904), NATIONS BANKS(1874)

HEADQUARTERS CHARLOT, NC UNITED STATES

KEY PEOPLE CHARELS O HOLIDAY, Chairman of the board

BRYAIN MONYEHAN, Ceo and President

AREA SERVED WORLDWIDEPRODUCTS FINANCE AND INSURANCE

CONSUMER BANKING

CORPORATE BANKING

INVESTMENT BANKING

INEVESTMENT MANAGEMENT

PRIVATE EQUITY

GLOBAL WEALTH MANAGEMENT

MORTGAGE

CREDIT CARDS

REVENUE

$150.45 billion (2009)NET INCOME

$6.276 billion (2009)TOTAL ASSET

$2.223 trillion (2009)TOTAL EQUITY

$231.444 billion (2009)EMPLOYEES 282,408 (June 2009)CORPORATE HISTORY

BANK OF ITALY

Bank of America's history dates to 1904, when Amadeo Giannini founded the Bank of Italy in San Francisco, for the purpose of catering to immigrants other banks would not serve.[23]

HYPERLINK "http://en.wikipedia.org/wiki/Bank_of_America" \l "cite_note-23" [24] Amadeo was raised by the Fava/Stanghellini family when his father was shot while trying to collect on a $10.00 debt. [citation needed] When the 1906 San Francisco earthquake struck, Giannini was able to get all of the deposits out of the bank building and away from the fires. Because San Francisco's banks were in smoldering ruins and unable to open their vaults, Giannini was able to use the rescued funds to start lending within a few days of the disaster. From a makeshift desk of a few planks over two barrels, he lent money to anyone who was willing to rebuild. He took great pride in later years that all of these loans were repaid.

In 1922, Giannini established Bank of America and Italy

HYPERLINK "http://en.wikipedia.org/wiki/Bank_of_America" \l "cite_note-24" [25] in Italy by buying Banca dell'Italia Meridionale,[26] itself only established in 1918.[27]

HYPERLINK "http://en.wikipedia.org/wiki/Bank_of_America" \l "cite_note-27" [28]March 7, 1927, Mr. Giannini consolidated his Bank of Italy (101 branches) with the then newly formed Liberty Bank of America (175 branches). The result was the Bank of Italy National Trust & Savings Association with capital of $30,000,000, resources of $115,000,000.

In 1928, A. P. Giannini merged with Bank of America Los Angeles and consolidated it with his other bank holdings to create what would become the largest banking institution in the country. He renamed his Bank of Italy November 3, 1930, calling it Bank of America. The merger was completed in early 1929[29] and took the name Bank of America. The combined company was headed by Giannini with Orra E. Monnette serving as co-Chair.

GROWTH IN CALIFORNIA

Giannini sought to build a national bank, expanding into most of the western states as well as into the insurance industry, under the aegis of his holding company, Transamerica Corporation. In 1953, regulators succeeded in forcing the separation of Transamerica Corporation and Bank of America under the Clayton Antitrust Act.[30] The passage of the Bank Holding Company Act of 1956 prohibited banks from owning non-banking subsidiaries such as insurance companies. Bank of America and Transamerica were separated, with the latter company continuing in the insurance business. However, federal banking regulators prohibited Bank of America's interstate banking activity, and Bank of America's domestic banks outside California were forced into a separate company that eventually became First Interstate Bancorp, which was acquired by Wells Fargo and Company in 1996. It was not until the 1980s with a change in federal banking legislation and regulation that Bank of America was again able to expand its domestic consumer banking activity outside California.

New technologies also allowed credit cards to be linked directly to individual bank accounts. In 1958, the bank introduced the BankAmericard, which changed its name to VISA in 1975.[31] A consortium of other California banks introduced Master Charge (now MasterCard) to compete with BankAmericard.EXPANSION OUTSIDE CALIFORNIA

Following the passage of the Bank Holding Company Act of 1967, BankAmerica Corporation was established for the purpose of owning Bank of America and its subsidiaries.

BankAmerica expanded outside California in 1983 with its acquisition of Seafirst Corporation of Seattle, Washington, and its wholly owned banking subsidiary, Seattle-First National Bank. Seafirst was at risk of seizure by the federal government after becoming insolvent due to a series of bad loans to the oil industry. BankAmerica continued to operate its new subsidiary as Seafirst rather than Bank of America until the 1998 merger with NationsBank.

BankAmerica was dealt huge losses in 1986 and 1987 by the placement of a series of bad loans in the Third World, particularly in Latin America. The company fired its CEO, Sam Armacost. Though Armacost blamed the problems on his predecessor, A.W. (Tom) Clausen, Clausen was appointed to replace Armacost. The losses resulted in a huge decline of BankAmerica stock, making it vulnerable to a hostile takeover. First Interstate Bancorp of Los Angeles (which had originated from banks once owned by BankAmerica), launched such a bid in the fall of 1986, although BankAmerica rebuffed it, mostly by selling operations. It sold its FinanceAmerica subsidiary to Chrysler and the brokerage firm Charles Schwab and Co. back to Mr. Schwab. It also sold Bank of America and Italy to Deutsche Bank. By the time of the 1987 stock market crash, BankAmerica's share price had fallen to $8, but by 1992 it had rebounded mightily to become one of the biggest gainers of that half-decade.

BankAmerica's next big acquisition came in 1992. The company acquired its California rival, Security Pacific Corporation and its subsidiary Security Pacific National Bank in California and other banks in Arizona, Idaho, Oregon, and Washington (which Security Pacific had acquired in a series of acquisitions in the late 1980s). This was, at the time, the largest bank acquisition in history. Federal regulators, however, forced the sale of roughly half of Security Pacific's Washington subsidiary, the former Rainier Bank, as the combination of Seafirst and Security Pacific Washington would have given BankAmerica too large a share of the market in that state. The Washington branches were divided and sold off to West One Bancorp (now U.S. Bancorp) and KeyBank.[32] Later that year, BankAmerica expanded into Nevada by acquiring Valley Bank of Nevada.

In 1994, BankAmerica acquired the Continental Illinois National Bank and Trust Co. of Chicago, which had become federally owned as part of the same oil industry debacle emanating from Oklahoma City's Penn Square Bank, that had brought down numerous financial institutions including Seafirst. At the time, no bank had the resources to bail out Continental, so the federal government operated the bank for nearly a decade. Illinois at that time regulated branch banking extremely heavily, so Bank of America Illinois was a single-unit bank until the 21st century. BankAmerica moved its national lending department to Chicago in an effort to establish a financial beachhead in the region.

These mergers helped BankAmerica Corporation to once again become the largest U.S. bank holding company in terms of deposits, but the company fell to second place in 1997 behind fast-growing NationsBank Corporation, and to third in 1998 behind North Carolina's First Union Corp.

On the capital markets side, the acquisition of Continental Illinois helped BankAmerica to build a leveraged finance origination and distribution business (Continental Illinois had extensive leveraged lending relationships) which allowed the firms existing broker-dealer, BancAmerica Securities (originally named BA Securities), to become a full-service franchise. [33]

HYPERLINK "http://en.wikipedia.org/wiki/Bank_of_America" \l "cite_note-33" [34] In addition, in 1997, BankAmerica acquired Robertson Stephens, a San Francisco-based investment bank specializing in high technology for $540 million. Robertson Stephens was integrated into BancAmerica Securities and the combined subsidiary was renamed BancAmerica Robertson Stephens.[35]MEGER OF NATIONS BANK AND BANK OF AMERICA

In 1997, BankAmerica lent D. E. Shaw & Co., a large hedge fund, $1.4bn so that the hedge fund would run various businesses for the bank. However, D.E. Shaw suffered significant loss after the 1998 Russia bond default. BankAmerica was acquired by NationsBank in October of 1998.

The purchase of BankAmerica Corp. by NationsBank Corporation was the largest bank acquisition in history at that time. While the deal was technically a purchase of BankAmerica Corporation by NationsBank, the deal was structured as merger with NationsBank renamed to Bank of America Corporation, and Bank of America NT&SA changing its name to Bank of America, N.A. as the remaining legal bank entity. The bank still operates under Federal Charter 13044, which was granted to Giannini's

Bank of Italy on March 1, 1927. However, SEC filings before 1998 are listed under NationsBank, not BankAmerica.

Following the US$64.8 billion acquisition of BankAmerica by NationsBank, the resulting Bank of America had combined assets of US$570 billion, as well as 4,800 branches in 22 states. Despite the mammoth size of the two companies, federal regulators insisted only upon the divestiture of 13 branches in New Mexico, in towns that would be left with only a single bank following the combination. This is because branch divestitures are only required if the combined company will have a larger than 25% FDIC deposit market share in a particular state or 10% deposit market share overall. In addition, the combined broker-dealer, created from the integration of BancAmerica Robertson Stephens and NationsBanc Montgomery Securities, was renamed Banc of America Securities in 1998.[36]HISTORY SINCE 2001

In 2001, Bank of America CEO and chairman Hugh McColl stepped down and named Ken Lewis as his successor.

In 2004, Bank of America announced it would purchase Boston-based bank FleetBoston Financial for $47 billion in cash and stock.[37] By merging with Bank of America, all of its banks and branches were given the Bank of America logo. At the time of merger, FleetBoston was the seventh largest bank in United States with $197 billion in assets, over 20 million customers and revenue of $12 billion.[37] Hundreds of FleetBoston workers lost their jobs or were demoted, according to the Boston Globe.On 30 June 2005, Bank of America announced it would purchase credit card giant MBNA for $35 billion in cash and stock. The Federal Reserve Board gave final approval to the merger on 15 December 2005, and the merger closed on 1 January 2006. The acquisition of MBNA provided Bank of America a leading credit card issuer at home and abroad. The combined Bank of America Card Services organization, including the former MBNA, had more than 40 million U.S. accounts and nearly $140 billion in outstanding balances. Under Bank of America the operation was renamed FIA Card Services.

In May 2006, Bank of America and Banco Ita (Investimentos Ita S.A.) entered into an acquisition agreement through which Ita agreed to acquire BankBoston's operations in Brazil and was granted an exclusive right to purchase Bank of America's operations in Chile and Uruguay. A deal was signed in August 2006 under which Ita agreed to purchase Bank of America's operations in Chile and Uruguay. Prior to the transaction, BankBoston's Brazilian operations included asset management, private banking, a credit card portfolio, and small, middle-market, and large corporate segments. It had 66 branches and 203,000 clients in Brazil. BankBoston in Chile had 44 branches and 58,000 clients and in Uruguay it had 15 branches. In addition, there was a credit card company, OCA, in Uruguay, which had 23 branches. BankBoston N.A. in Uruguay, together with OCA, jointly served 372,000 clients. While the BankBoston name and trademarks were not part of the transaction, as part of the sale agreement, they cannot be used by Bank of America in Brazil, Chile or Uruguay following the transactions. Hence, the BankBoston name has disappeared from Brazil, Chile and Uruguay. The Ita stock received by Bank of America in the transactions has allowed Bank of America's stake in Ita to reach 11.51%. Banco de Boston de Brazil had been founded in 1947.

On 20 November 2006, Bank of America announced the purchase of The United States Trust Company for $3.3 billion, from the Charles Schwab Corporation. US Trust had about $100 billion of assets under management and over 150 years of experience. The deal closed 1 July 2007.[38]On September 14, 2007, Bank of America won approval from the Federal Reserve to acquire LaSalle Bank Corporation from Netherlands's ABN AMRO for $21 billion. With this combination Bank of America will have 1.7 trillion in assets. A Dutch court blocked the sale until it was later approved in July. The acquisition was completed on October 1, 2007.

The deal increased Bank of America's presence in Illinois, Michigan, and Indiana by 411 branches, 17,000 commercial bank clients, 1.4 million retail customers, and 1,500 ATMs. Bank of America has become the largest bank in the Chicago market with 197 offices and 14% of the deposit share, passing up JPMorgan Chase.

LaSalle Bank and LaSalle Bank Midwest branches adopted the Bank of America name on 5 May 2008.[39]Ken Lewis resigned as of December 31, 2009, in part due to controversy and legal investigations concerning the purchase of Merill Lynch, and Brian Moynihan became President and CEO effective January 1, 2010. After Moynihan assumed control, credit card charge offs and delinquencies declined in January. Bank of America also repaid the US$45 billion it had received from the Troubled Assets Relief Program.[40]

HYPERLINK "http://en.wikipedia.org/wiki/Bank_of_America" \l "cite_note-40" [41]ACQUISITION OF COUNTRYWIDE FINANCIAL

On August 23, 2007 the company announced a $2 billion repurchase agreement for Countrywide Financial. This purchase of preferred stock was arranged to provide a return on investment of 7.25% per annum and provided the option to purchase common stock at a price of $18 per share.[42]On January 11, 2008, Bank of America announced they would buy Countrywide Financial for $4.1 billion.[43] In March 2008, it was reported that the FBI was investigating Countrywide for possible fraud relating to home loans and mortgages.[44] This news did not stop the acquisition, which was completed in July 2008,[45] giving the bank a substantial market share of the mortgage business, and access to Countrywide's resources for servicing mortgages.[46] The acquisition was seen as preventing a potential bankruptcy for Countrywide. Countrywide, however, denied that it was close to bankruptcy. Countrywide provided mortgage servicing for nine million mortgages valued at US$1.4 trillion as of December 31, 2007.[47]This purchase made Bank of America Corporation the USA's leading mortgage originator and servicer, controlling 2025% of the home loan market.[48] The deal was structured to merge Countrywide with the Red Oak Merger Corporation, which Bank of America created as an independent subsidiary. It has been suggested that the deal was structured this way to prevent a potential bankruptcy stemming from large

losses in Countrywide hurting the parent organization by keeping Countrywide bankruptcy remote.[49] Countrywide Financial has changed its name to Bank of America Home Loans.

ACQUISITION OF MERRIL LYNCH

On September 14, 2008, Bank of America announced its intentions to purchase Merrill Lynch & Co., Inc. in an all-stock deal worth approximately $50 billion. Merrill Lynch was at the time within days of collapse, and the acquisition effectively saved Merrill from bankruptcy.[50] Around the same time Bank of America was reportedly also in talks to purchase Lehman Brothers, however a lack of government guarantees caused the bank to abandon talks with Lehman.[51] Lehman Brothers filed for bankruptcy the same day Bank of America announced its plans to acquire Merrill Lynch.[52] This acquisition made Bank of America the largest financial services company in the world.[53] Temasek Holdings, the largest shareholder of Merrill Lynch & Co., Inc., briefly became one of the largest shareholders of Bank of America,[54], with a 3% stake. However, taking a loss Reuters estimated at $3Bn, the Singapore sovereign wealth fund sold its whole stake in Bank of America in 1st q., 2009.[55]Shareholders of both companies approved the acquisition on December 5, 2008, and the deal closed January 1, 2009.[56] Bank of America had planned to retain various members of Thain's management team after the merger.[57] However, after Thain was removed from his position, most of his allies left. The departure of Nelson Chai, who had been named Asia-Pacific president, left just one of Thain's hires in place, Tom Montag as head of sales and trading.[58]The Bank, in its January 16, 2009 earnings release, revealed massive losses at Merrill Lynch in the fourth quarter, which necessitated an infusion of money that had previously been negotiated[59] with the government as part of the government-persuaded deal for the Bank to acquire Merrill. Merrill recorded an operating loss of $21.5 billion in the quarter, mainly in its sales and trading operations, led by Tom Montag. The Bank also disclosed it tried to abandon the deal in December after the extent of Merrill's trading losses surfaced, but was compelled to complete the merger by the U.S. government. The Bank's stock price sank to $7.18, its lowest level in 17 years, after announcing earnings and the Merrill mishap. The market capitalization of Bank of America, including Merrill Lynch, was then $45 billion, less than the

$50 billion it offered for Merrill just four months earlier, and down $108 billion from the merger announcement.

Bank of America CEO Kenneth Lewis testified before Congress[13] that he had some misgivings about the acquisition of Merrill Lynch, and that federal officials pressured him to proceed with the deal or face losing his job and endangering the bank's relationship with federal regulators.[60]Lewis' statement is backed up in internal emails subpoenaed by Republican lawmakers on the House Oversight Committee.[61] In one of the emails, Richmond Federal Reserve President Jeffrey Lacker threatened that if the acquisition did not go through, and later Bank of America were forced to request federal assistance, the management of Bank of America would be "gone". Other emails, read by Congressman Dennis Kucinich during the course of Lewis' testimony, state that Mr. Lewis had foreseen the outrage from his shareholders that the purchase of Merrill would cause, and asked government regulators to issue a letter stating that the government had ordered him to complete the deal to acquire Merrill. Lewis, for his part, states he didn't recall requesting such a letter.

The acquisition made Bank of America the number one underwriter of global high-yield debt, the third largest underwriter of global equity and the ninth largest adviser on global mergers and acquisitions.[62] As the credit crisis eased, losses at Merrill Lynch subsided, and the subsidiary generated 3.7 billion of Bank of America's 4.2 billion in profit by the end of Q1 2009, and over 25% in the Q3 2009.[63]

HYPERLINK "http://en.wikipedia.org/wiki/Bank_of_America" \l "cite_note-BBergMLprofits-63" [64]Bonus settlement

On August 3, 2009, Bank of America agreed to pay a $33 million fine, without admission or denial of charges, to the U.S. Securities and Exchange Commission (SEC) over the non-disclosure of an agreement to pay up to $5.8 billion of bonuses at Merrill. The bank approved the bonuses before the merger but did not disclose them to its shareholders when the shareholders were considering approving the Merrill acquisition, in December 2008. The issue was originally investigated by New York State Attorney General Andrew Cuomo, who commented after the suit and announced settlement that "the timing of the bonuses, as well as the disclosures relating to them, constituted a 'surprising fit of corporate irresponsibility'" and "our investigation of these and other matters pursuant to New York's Martin Act will continue." Congressman Kucinich commented at the same time that "This may not be the last fine that Bank of America pays for how it handled its merger of Merrill Lynch."[65] A federal judge, Jed Rakoff, in an unusual action, refused to approve the settlement on August 5.[66] A first hearing before the judge on August 10 was at times heated, and he was "sharply critic[al]" of the bonuses. David Rosenfeld represented the SEC, and Lewis J. Liman, son of Arthur L. Liman, represented the bank. The actual amount of bonuses paid was $3.6 billion, of which $850 million was "guaranteed" and the rest was shared amongst 39,000 workers who received average payments of $91,000; 696 people received more than $1 million in bonuses; at least one person received a more than $33 million bonus.[67]On September 14, the judge rejected the settlement and told the parties to prepare for trial to begin no later than February 1, 2010. "The judge focused much of his criticism on the fact that the fine in the case would be paid by the bank's shareholders, who were the ones that were supposed to have been injured by the lack of disclosure. 'It is quite something else for the very management that is accused of having lied to its shareholders to determine how much of those victims money should be used to make the case against the management go away,' the judge wrote. ... The proposed settlement, the judge continued, 'suggests a rather cynical relationship between the parties: the S.E.C. gets to claim that it is exposing wrongdoing on the part of the Bank of America in a high-profile merger; the bank's management gets to claim that they have been coerced into an onerous settlement by overzealous regulators. And all this is done at the expense, not only of the shareholders, but also of the truth.'"[68]While ultimately deferring to the SEC, in February, 2010, Judge Rakoff approved a revised settlement with a $150 million fine "reluctantly", calling the accord "half-baked justice at best" and "inadequate and misguided." Addressing one of the concerns he raised in September, the fine will be "distributed only to Bank of America shareholders harmed by the non-disclosures, or 'legacy shareholders,' [and it's also] an improvement on the prior $33 million while still 'paltry,' according to the judge." Case: SEC v. Bank of America Corp., 09-cv-06829, United States District Court for the Southern District of New York.[69]Investigations also were held on this issue in the United States House Committee on Oversight and Government Reform

HYPERLINK "http://en.wikipedia.org/wiki/Bank_of_America" \l "cite_note-NYT10-67" [68], under chairman Edolphus Towns (D-NY)[70] and in its investigative Domestic Policy Subcommittee under Kucinich.

FEDERAL BAILOUT

Bank of America received US $20 billion in the federal bailout from the US government through the Troubled Asset Relief Program (TARP) on 16 January 2009 and also got guarantee of US $118 billion in potential losses at the company.[72] This was in addition to the $25 billion given to them in the Fall of 2008 through TARP. The additional payment was part of a deal with the US government to preserve Bank of America's merger with the troubled investment firm Merrill Lynch.[73] Since then, members of the US Congress have expressed considerable concern about how this money has been spent, especially since some of the recipients have been accused of misusing the bailout money.[74] The Bank's CEO, Ken Lewis, was quoted as claiming "We are still lending, and we are lending far more because of the TARP program." Members of the US House of Representatives, however, were skeptical and quoted many anecdotes about loan applicants (particularly small business owners) being denied loans and credit card holders facing stiffer terms on the debt in their card accounts.

According to a March 15, 2009 article in The New York Times, Bank of America received an additional $5.2 billion in government bailout money, channeled through American International Group.[75]As a result of its federal bailout and management problems, The Wall Street Journal reported that the Bank of America was operating under a secret "memorandum of understanding" (MOU) from the US government that requires it to "overhaul its board and address perceived problems with risk and liquidity management." With the federal action, the institution has taken several steps, including arranging for six of its directors to resign and forming a Regulatory Impact Office. Bank of America faces several deadlines in July and August and if not met, could face harsher penalties by federal regulators. Bank of America did not respond to The Wall Street Journal story.[76]On December 2, 2009, Bank of America announced it would repay the entire US $45 billion they received in TARP and exit the program, using $26.2 billion of excess liquidity along with $18.6 billion to be gained in "common equivalent securities" (Tier 1 capital). The bank announced it had completed the repayment on December 9. Bank of America Ken Lewis said during the announcement, "We appreciate the critical role that the U.S. government played last fall in helping to stabilize financial markets, and we are pleased to be able to fully repay the investment, with interest... As America's largest bank, we have a responsibility to make good on the taxpayers' investment, and our record shows that we have been able to fulfill that commitment while continuing to lend." [77]

HYPERLINK "http://en.wikipedia.org/wiki/Bank_of_America" \l "cite_note-AFP-77" [78]BANK OF AMERICA DIVISIONS

Bank of America generates 90% of its revenues in its domestic market and continues to buy businesses in the US. The core of Bank of America's strategy is to be the number one bank in its domestic market. It has achieved this through key acquisitions.[79]CONSUMER

Global Consumer and Small Business Banking (GC&SBB) is the largest division in the company, and deals primarily with consumer banking and credit card issuance. The acquisition of FleetBoston and MBNA significantly expanded its size and range of services, resulting in about 51% of the company's total revenue in 2005. It competes directly with the retail banking divisions of Citigroup and JPMorgan Chase.

The GC&SBB organization includes over 6,100 retail branches and over 18,700 ATMs across the United States.

Bank of America is a member of the Global ATM Alliance, a joint venture of several major international banks that allows customers of the banks to use their ATM card or check card at another bank within the Global ATM Alliance with no ATM access fees when traveling internationally. Other participating banks are Barclays (United Kingdom), BNP Paribas (France), China Construction Bank (China), Deutsche Bank (Germany), Santander Serfin (Mexico), Scotiabank (Canada) and Westpac (Australia and New Zealand).[80] This feature is restricted to withdrawals using a debit card, though credit card withdrawals are still subject to cash advance fees and foreign currency conversion fees. Additionally, some foreign ATMs use Smart Card technology and may not accept non-Smart Cards.

Bank of America offers banking and brokerage products as a result of the acquisition of Merrill Lynch. Savings programs such as "Add it Up"[81] and "Keep the Change" have been well received and are a reflection of the product development banks have taken during the 2008 recession.

Bank of America, N.A is a nationally chartered bank, regulated by the Office of the Comptroller of the Currency, Department of the Treasury.CORPORATE

Before Bank of America's acquisition of Merrill Lynch, the Global Corporate and Investment Banking (GCIB) business operated as Banc of America Securities LLC. The bank's investment banking activities operate under the Merrill Lynch subsidiary and provided mergers and acquisitions advisory, underwriting, capital markets, as well as sales & trading in fixed income and equities markets. Its strongest groups include Leveraged Finance, Syndicated Loans, and mortgage-backed securities. It also has one of the largest research teams on Wall Street. Banc of America Merrill Lynch is based in New York City.

INVESTEMENT MANAGEMENT

Global Wealth and Investment Management manages assets of institutions and individuals. It is among the 10 largest U.S. wealth managers (ranked by private banking assets under management in accounts of $1 million or more as of June 30, 2005). In July 2006, Chairman Ken Lewis announced that GWIM's total assets under management exceeded $500 billion. GWIM has five primary lines of business: Premier Banking & Investments (including Bank of America Investment Services, Inc.), The Private Bank, Family Wealth Advisors, and Bank of America Specialist.

Bank of America has recently spent $675 million building its US investment banking business and is looking to become one of the top five investment banks worldwide. "Bank of America already has excellent relationships with the corporate and financial institutions world. Its clients include 98% of the Fortune 500 companies in the US and 79% of the Global Fortune 500. These relationships, as well as a balance sheet that most banks would kill for, are the foundations for a lofty ambition."[82] Bank of America has a massive new headquarters for its New York City operations. The skyscaper is located on 42nd Street and Avenue of the Americas, at Bryant Park, and features state of the art, environmentally-friendly technology throughout its 2.1 million square feet (195,096 m) of office space. The building is the headquarters for the company's investment banking division, and also hosts most of Bank of America's New York-based staff.

INTERNATIONAL OPERATIONSIn 2005, Bank of America acquired a 9% stake in China Construction Bank, China's second largest bank, for $3 billion.[83] It represented the company's largest foray into China's growing banking sector. Bank of America currently has offices in Hong Kong, Shanghai, and Guangzhou and is looking to greatly expand its Chinese business as a result of this deal. In 2008 Bank of America was awarded Deal of the Year - Project Finance Deal of the Year at the 2008 ALB Hong Kong Law Awards.[84] Currently, Bank of America maintains branches in Mumbai, Chennai, Calcutta, New Delhi, and Bangalore. For the fiscal year ending March 31, 2006, Bank of America reported an 80% increase in net profit.[85]Bank of America operated under the name BankBoston in many other Latin American countries, including Brazil. In 2006, Bank of America sold all BankBoston's operations to Brazilian bank Banco Ita, in exchange for Ita shares. The BankBoston name and trademarks were not part of the transaction and, as part of the sale agreement, cannot be used by Bank of America. (That meant the extinction of the BankBoston brand).

Bank of America's Global Corporate and Investment Banking spans the Globe with divisions in United States, Europe, and Asia. The U.S. headquarters are located in New York, European headquarters are based in London, and Asia's headquarters are split between Singapore & Hong Kong.

.OWNERSHIP PATTERNIndividualsShares held

Kenneth D Lewis2,372,260

John A Thain679,946

Bruce L Hammonds504,429

Keith T Banks336,371

Charles K Gifford334,176

InstitutionsShares held% held

Barclays Global Investors192,077,4143.83

State Street Corp187,394,2993.73

FMR152,596,0523.04

Vanguard Group142,204,6352.83

Capital World Investors114,829,5502.29

Wellington Management Comp102,053,1332.03

AXA89,824,9231.79

Bank of New York Mellon Corp65,284,6871.30

Morgan Stanley58,081,2881.16

JP Morgan Chase & Co54,816,6051.09

ORGANISATIONAL STRUCTUREORGANISATION STRUCTURE

We believe that the structure of an organization needs to be dynamic, constantly evolving and responsive to changes both in the external and internal environments. Our organizational structure is designed to support our business goals, and is flexible while at the same time ensuring effective control and supervision and consistency in standards across business groups. The organization structure is divided into five principal groups Retail Banking,Wholesale Banking, Project Finance & Special Assets Management, International Business and Corporate Centre.The BANK OF AMERICA retail assets business including various retail credit products, retail liabilities .BANK OF AMERICA corporate banking business including credit products and banking services, with separate dedicated groups for large corporates,Government and public sector entities and emerging corporates. Treasury, structured finance and credit portfolio management also form part of this group.

BOARD OF DIRECTORBrianT.MoynihanChief Executive Officer, Bank of America Corporation

CatherineP.BessantGlobal Technology and Operations Executive, Bank of America Corporation

DavidC.DarnellCo-Chief Operating Officer, Bank of America Corporation

AnneM.FinucaneGlobal Strategy and Marketing Officer, Bank of America Corporation

Charles O.Holliday, Jr.Chairman, Board of Directors, Bank of America Corporation

ChristineP.KatziffCorporate General Auditor, Bank of America Corporation

Terry P.LaughlinChief Risk Officer, Bank of America Corporation

GaryG. LynchGlobal Chief of Legal, Compliance, and Regulatory Relations, Bank of America Corporation

ThomasK.MontagCo-Chief Operating Officer, Bank of America Corporation

Charles H.NoskiVice Chairman, Bank of America Corporation

Andrea B.SmithGlobal Head of Human Resources, Bank of America Corporation

RonD.SturzeneggerLegacy Asset Servicing Executive, Bank of America Corporation

Bruce R.ThompsonChief Financial Officer, Bank of America Corporation

PRODUCTION LAYOUT Bank of America TowerinPhoenix, Arizona Bank of America CenterinLos Angeles 555 California Street, formerly the Bank of America Center and world headquarters, in San Francisco

Bank of America PlazainFort Lauderdale, Florida Bank of America TowerinJacksonville, Florida Bank of America TowerinMiami, Florida Bank of America CenterinOrlando, Florida Bank of America TowerinSt. Petersburg, Florida Bank of America PlazainTampa, Florida Bank of America PlazainAtlanta, Georgia(the tallest U.S. building outside of NYC and Chicago)

Bank of America Building, formerly the LaSalle Bank Building inChicago, Illinois One City Center, often called the Bank of America building due to signage rights, inPortland, Maine Bank of America BuildinginBaltimore, Maryland Bank of America PlazainSt Louis, Missouri Bank of America TowerinAlbuquerque, New Mexico Bank of America Towerin New York City

Bank of America Corporate CenterinCharlotte, North Carolina(The corporate headquarters)

Bank of America Plazain Charlotte, North Carolina

Bank of America BuildinginProvidence, Rhode Island Bank of America PlazainDallas, Texas Bank of America CenterinHouston, Texas Bank of America TowerinMidland, Texas Bank of America PlazainSan Antonio, Texas

Bank of America Fifth Avenue PlazainSeattle, Washington Columbia Centerin Seattle, Washington

Bank of America Towerin Hong Kong

ORGANISATIONAL POLICIES

BANK OF AMERICA CORPORATIONCorporate Governance GuidelinesAs of February 24, 2011

The Board of Directors (the Board) of Bank of America Corporation (the Company), acting on the recommendation of its Corporate Governance Committee, has formally adopted these guidelines to promote a high level of performance from the Board and management, to promote the interests of stockholders and to further the Companys commitment to best practices in corporate governance.1. Board CompositionNumber of Directors.The Bylaws provide that the number of directors shall be fixed from time to time by the Board, and the Board believes that a range of five to 18 directors is appropriate. The Corporate Governance Committee will periodically review the size of the Board and balance necessary experience, expertise and independence with a membership that is not too large to function efficiently.

Director Independence.A majority of the Board shall consist of directors who are independent under the Director Independence Categorical Standards (Categorical Standards) as adopted by the Board (attached to these guidelines as Annex A) and the criteria for independence contained in the New York Stock Exchange (NYSE) listing standards. The Board uses these Categorical Standards to assist with its determination of each directors independence status.

2. Board LeadershipChairman of the Board.The Board may elect from among its members a Chairman who will organize Board activities to enable the Board to effectively provide guidance to and oversight of management. The Chairman is responsible for, among other things: creating and maintaining an effective working relationship with the members of management and the Board; providing management with ongoing direction as to Board needs, interests and opinions; and assuring that the Board agenda is appropriately directed to the matters of greatest importance to the Company.

3. Director Qualifications and SelectionDirector Assessment and Nomination.The Corporate Governance Committee, in consultation with the Chairman, will identify and evaluate individual candidates for their qualifications to become directors. The Committee will recommend qualified candidates to the Board as the need arises to fill vacancies or to stand for election at the annual meeting of stockholders, unless the Company has contractually granted the right to nominate directors to third parties.

Standards for Evaluating Candidates as Director-Nominees.To discharge their duties in identifying and evaluating individual nominees for directors, the Corporate Governance Committee and the Board shall consider the overall experience and expertise represented by the Board as well as the qualifications of each candidate. In the evaluation process, the Corporate Governance Committee and the Board shall take the following into account:

At least a majority of the Board must be comprised of independent directors.

Candidates should be capable of working in a collegial manner with persons of different educational, business and cultural backgrounds and should possess skills and expertise that complement the attributes of the existing directors.

Candidates should represent a diversity of viewpoints, backgrounds, experiences and other demographics.

Candidates should demonstrate notable or significant achievement and possess senior-level business, management or regulatory experience that would benefit the Company.

Candidates shall be individuals of the highest character and integrity.

Candidates shall be free from any conflict of interest that would interfere with their ability to properly discharge their duties as a director or would violate any applicable law or regulation.

Candidates shall be capable of devoting the necessary time to discharge their duties, taking into account memberships on other Boards and other responsibilities.

Candidates shall have the desire to represent the interests of all stockholders.

Submission of Director-NomineeCandidates to the Corporate Governance Committee.The Corporate Governance Committee will, in consultation with the Chairman, consider candidates proposed by directors, management, search firms retained by the committee, and stockholders.

A stockholder (or a group of stockholders) who wishes to nominate a candidate for consideration by the Corporate Governance Committee and the Chairman during a specific calendar year must have submitted the nomination in writing prior to October 15 of the preceding year. The proposal must contain the following information and meet any other criteria as set forth in the Bylaws:

the name and address of the stockholder;

a representation that the stockholder is a holder of the Company's voting stock (including the number and class of shares held);

a disclosure of any hedging or other arrangement with respect to any share of the Companys stock (including any short position on or any borrowing or lending of shares of stock) made by or on behalf of the stockholder (a) to mitigate loss to or manage risk of stock price changes for the stockholder, or (b) to increase or decrease the voting power of the stockholder;

a description of all arrangements or understandings among the stockholder and the candidate and any other person or persons (naming such person or persons) pursuant to which the proposal is made by the stockholder;

a statement signed by the candidate confirming that the candidate will serve if elected by the stockholders and will comply with the Companys Code of Ethics, Insider Trading Policy, Corporate Governance Guidelines and any other applicable rule, regulation, policy or standard of conduct applicable to the directors; and

a description of the candidates background and experience and the reasons why he or she meets the criteria set forth above under Standards for Evaluating Candidates as Director-Nominees.

MajorityVoting for Directors.In an uncontested election, a director who fails to receive the required number of votes for re-election in accordance with the Bylaws shall offer to resign. In addition, a director whose resignation is under consideration shall abstain from participating in any recommendation or decision regarding that resignation. The Corporate Governance Committee shall make a recommendation to the Board as to whether to accept or reject the tendered resignation, or whether other action should be taken. The Corporate Governance Committee and the Board, in making their decisions, may consider any factor or other information that they deem relevant. The Board shall act on the tendered resignation, taking into account the Corporate Governance Committees recommendation, and shall publicly disclose its decision regarding the resignation within ninety (90) days after the results of the election are certified. If the resignation is not accepted, the director will continue to serve until the next annual meeting of stockholders and until the directors successor is elected and qualified.

The Board shall nominate for election or re-election as directors only candidates who agree to tender, following the annual meeting of stockholders at which they are elected or re-elected as directors, irrevocable resignations that will be effective upon (a) the failure to receive the required vote at the next annual meeting at which they are nominated for re-election, and (b) Board acceptance of such resignation. In addition, the Board shall fill director vacancies and new directorships only with candidates who agree to tender, promptly following their appointment to the Board, the same form of resignation tendered by other directors in accordance with this Guideline.

4. Continuation as a DirectorDirector Tenure.The Board does not believe it appropriate to established term limits for its members because such limits may deprive the Company and the Board of the contribution of directors who have been able to develop, over time, valuable experience and insights into the Company.

Age Limit and Change of Principal Occupation.An individual who has reached the age of 72 shall not be nominated for initial election to the Board. However, the Corporate Governance Committee may recommend and the Board may approve the nomination for re-election of a director at or after the age of 72, if, in light of all the circumstances, it is in the best interests of the Company and its stockholders.

A director who changes his or her principal occupation shall offer to resign. The Corporate Governance Committee, in conjunction with the Chairman, will determine whether to accept such resignation. Management directors shall resign from the Board when they leave their officer positions.

Limits on Board and Audit Committee Memberships.To ensure that directors have sufficient time to properly discharge their duties, directors are expected to seek Corporate Governance Committee approval prior to joining the board of any other public company. No director shall serve on the boards more than six public companies, including the Companys Board. If a member of the Audit Committee wishes to serve on the audit committees of more than a total of three public companies, including the Companys Audit Committee, the director must seek Board approval prior to accepting the additional service.

5. Committee MattersBoard Committees.The Board has the authority to discharge its responsibilities through committees and subcommittees under its supervision. Standing committees of the Board are: Audit Committee; Credit Committee; Compensation and Benefits Committee; Corporate Governance Committee; and Enterprise Risk Committee, as well as a board-level Executive Committee. The Board has allocated a majority of its risk oversight responsibilities to the Audit, Credit and Enterprise Risk Committees. The Board may establish additional committees or eliminate existing committees as it deems appropriate, consistent with the Companys Bylaws, and applicable laws or regulations. Each committee of the Board shall have the authority and responsibilities set forth in the Companys Bylaws, the resolutions creating them and any applicable charter.

Assignment and Rotation of Committee Membership.The Board, upon recommendation of the Corporate Governance Committee, shall appoint committee members. Consistent with the criteria set forth in their charters and/or as required by the NYSE and applicable laws or regulations, all members of the Audit, Compensation and Benefits, and Corporate Governance Committees shall be independent directors and all members of the Credit and Enterprise Risk Committees shall be non-management directors. A director may serve on more than one committee.

Board committee assignments and Board committee chair positions are reviewed each year by the Corporate Governance Committee and approved by the Board. The Board does not have a strict committee rotation policy, but may, upon recommendation of the Corporate Governance Committee, change committee assignments and chair positions periodically, with a view towards balancing director experience and interest, committee continuity and needs, and evolving legal and regulatory considerations.

6. Board OperationsMeeting Attendance.All directors are expected to attend the annual meeting of stockholders, Board meetings and meetings of the Board committees on which they serve. They are expected to prepare for each meeting in advance and to dedicate sufficient time at each meeting as necessary to properly discharge their responsibilities to the Company and its stockholders. Informational materials useful in preparing for meetings will be distributed to the Board in advance of each meeting.

Executive Sessions of Non-Management Directors.The non-management directors will meet in executive session at each regularly scheduled Board meeting. The independent directors will meet in an executive session at least annually if there are non-management directors who are not independent.

Director Access to Officers, Associates and Independent Advisors.Directors have complete and open access to officers and associates of the Company. Any meeting or contact a director wishes to initiate may be arranged through the Chairman or the Corporate Secretary or directly by the director. The Board and its committees may retain independent advisors at the Companys expense.

Director Orientation and Continuing Education.All new directors must participate in the Companys orientation program for new directors within six months of their election or appointment. This orientation will include presentations by senior management to familiarize new directors with the Companys strategic plans, its significant financial, accounting and risk management issues, compliance programs, conflict policies, Code of Ethics, Insider Trading Policy and other policies.

The Board encourages directors to participate in continuing education programs and reimburses directors for the expense of such participation.

Confidentiality.In order to facilitate open discussion, the proceedings and deliberations of the Board and its committees shall be confidential. Each director shall maintain the confidentiality of information received in connection with his or her service as a director.

Speaking on Behalf of the Company.It is important for the Company to speak to associates and outside constituencies with a unified voice. As a general matter, the Board believes that senior management should serve as the primary spokesperson for the Company. If comments from directors are appropriate or necessary, they should, in most circumstances, come from the Chairman of the Board, and be made at the request of the Board or senior management.

7. Board ResponsibilitiesOversight.The basic responsibility of the Board is to oversee the Companys businesses and affairs, and to exercise reasonable business judgment on behalf of the Company. In discharging this obligation, the Board relies on the honesty, integrity, business acumen and experience of the Companys management, its outside advisors and the Companys independent registered public accounting firm.

Annual Performance Evaluation.To determine whether the Board and its committees are functioning effectively, the Board, acting through the Corporate Governance Committee, and the Board committees, each as provided for in their respective charters, shall conduct annual self-evaluations. The Corporate Governance Committee shall lead the evaluations and will report the results of the evaluations to the Board.

Chief Executive Officer Performance Evaluation.The Compensation and Benefits Committee shall conduct an annual review of the Chief Executive Officers performance, and report the results of its evaluation to the Board.

Management Succession Planning.The Board, in coordination with the Corporate Governance Committee, shall assure that the Company has in place appropriate planning to address emergency CEO succession planning in the event of extraordinary circumstances, CEO continuity succession planning, and succession planning for key executives to ensure continuity in senior management. The CEO, in coordination with the Global Human Resources Officer, shall periodically make recommendations and evaluations of potential successors, including a review of any development plans recommended for such individuals, to the Corporate Governance Committee. The Companys succession plan for key executives shall include the identification of potential candidates, developed in partnership with the CEO and executive management. The Board shall review succession planning at least annually.

Director Compensation.The Compensation and Benefits Committee shall periodically review and make recommendations to the Board as to the form and amount of director compensation. Director compensation should provide reasonable compensation for non-management directors commensurate with their duties and responsibilities as directors, and provide a sufficient level of compensation necessary to attract and retain the highest quality individuals. A portion of compensation should be in the form of company common stock in order to further align the interests of non-management directors with those of the stockholders.

Strategic Planning.The Board shall ensure that management develops strategic plans for the Companys business and periodically reviews these plans with the Board.

Ethical Business Environment.The Board shall ensure that the Company, through its management, maintains high ethical standards and effective policies and practices designed to protect the Companys reputation, assets and businesses. The Company has adopted a Code of Ethics that establishes the Companys core values and addresses potential conflicts of interest, confidentiality and information security, protection and proper use of corporate assets, personal financial responsibility, compliance with law and transactions in the securities of the Company. All directors annually certify to their review of the Code of Ethics and are expected to follow the Code of Ethics to the extent applicable to them.

Charitable Giving and Political Contributions.The Board shall annually review the Companys report on its charitable giving and political contribution programs.

Other MattersMinimum Stock Ownership by Executive Officers and Directors.In order to align the interests of the Companys executive officers and directors with those of the Companys stockholders, the Board has adopted the following minimum stock ownership requirements: (a) the Chief Executive Officer shall hold at least 500,000 shares of the Companys common stock and retain at least 50% of the net after-tax shares from future equity awards until retirement; (b) other executive officers shall hold at least 300,000 shares of the Companys common stock and retain at least 50% of the net after-tax shares from future equity awards until the ownership guideline is achieved; and (c) non-management directors are required to hold and cannot sell the restricted stock they receive as compensation (except as necessary to pay taxes upon vesting) until termination of their service.

All full value shares and units beneficially owned by executive officers and directors are included in the calculation; performance contingent shares and units are included in the calculation when earned; and stock options are not included. Newly appointed executive officers will have up to five years to achieve compliance.

Incentive CompensationRecoupment Policy.If the Board or an appropriate Board committee has determined that any fraud or intentional misconduct by one or more executive officers caused, directly or indirectly, the Company to restate its financial statements, the Board or committee shall take, in its sole discretion, such action as it deems necessary to remedy the misconduct and prevent its recurrence. The Board or committee may require reimbursement of any bonus or incentive compensation awarded to such officers and/or effect the cancellation of unvested restricted stock or outstanding stock option awards previously granted to such officers in the amount by which such compensation exceeded any lower payment that would have been made based on the restated financial results.

Related Person Transactions.The Corporate Governance Committee shall review and approve or ratify any transaction or series of transactions where the aggregate amount involved will or may be expected to exceed $120,000 in any fiscal year, the Company is a participant and a related person (as defined below) has or will have a direct or indirect material interest. Any committee member who is a related person with respect to a transaction under review may not participate in the deliberations or vote respecting such approval; provided, however, that such director may be counted in determining the presence of a quorum at a meeting of the committee which considers the transaction.

On a semi-annual basis, each of the Companys directors and executive officers and each holder of 5% or more of the Companys outstanding common stock shall complete a questionnaire that, among other things, requests information regarding related persons and their transactions or relationships with the Company. Upon receipt of the questionnaire responses, the Legal and the Compliance departments shall conduct a review to determine if there are any transactions subject to these guidelines that have not previously been approved or ratified by the Corporate Governance Committee. Any such transactions shall be submitted for consideration by the Corporate Governance Committee.

When considering a request for approval or ratification of a transaction, the Corporate Governance Committee may consider, among other things: (a) the nature of the related persons interest in the transaction; (b) whether the transaction involves arms-length bids or market prices and terms; (c) the materiality of the transaction to each party; (d) the availability of the product or service through other sources; (e) whether the Companys Code of Ethics could be implicated or the Companys reputation put at risk; (f) whether the transaction would impair the judgment of a director or executive officer to act in the best interest of the Company; (g) the acceptability of the transaction to the Companys regulators; and (h) in the case of a non-employee director, whether the transaction would impair his or her independence or status as an outside or non-employee director.

For purposes of this guideline, (a) related person means any director, nominee for election as a director or executive officer of the Company, any person owning 5% or more of any series of the Companys voting securities, or any of their immediate family members, and (b) immediate family member means any child, stepchild, parent, stepparent, spouse, sibling, mother-in-law, father-in-law, son-in-law, daughter-in-law, brother-in-law, sister-in-law, or any person (other than a tenant or employee) sharing the household.

The Board has determined that each of the following types of transactions does not create or involve a direct or indirect material interest on the part of the related person and therefore do not require review or approval under these guidelines:

(i) Any financial services, including brokerage services, banking services, loans, insurance services and other financial services provided by the Company to any related person, provided that the services are (a) provided in the ordinary course of business, (b) on substantially the same terms as those prevailing at the time for comparable services provided to non-affiliates, and (c) in compliance with applicable law, including the Sarbanes-Oxley Act of 2002 and Regulation O of the Board of Governors of the Federal Reserve Board.

(ii) Trans