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Flagstar Bancorp, Inc. (FBC)
Annual Meeting of Stockholders Conference Call
September 24, 2012, 11:00 am ET
Joe Campanelli - Chairman, President & CEO
Christine Reid - Corporate Secretary
Previous Statements by FBC
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Good morning. My name is Christine Reid; I am the Corporate Secretary. We would like to welcome you to the 2012 Annual Meeting Of Stockholders of Flagstar Bancorp, Inc. In order to provide a fair and informative meeting, your cooperation in observing the following general procedures would be [Technical Difficulty]. If you wish to speak, please raise your hand. After the Chairman of the meeting recognizes you, kindly give your name and state whether you are a stockholder or you are holding a proxy of a stockholder. In order to speak at the meeting you must be a stockholder of record as of the close of business on August 14, 2012.
Use of cameras, sound recording equipment, communication devices or any other similar equipment is prohibited without our written permission and the Chairman of the meeting will preside over the meeting and make any and all determinations with respect to the conduct of the meeting. Thank you for your cooperation.
The meeting will please come to order. Welcome to the Annual Meeting of Shareholder of Flagstar Bancorp; I am Joseph Campanelli, Chairman and CEO of Flagstar Bank and I will be acting as Chairman of the Meeting. On my right is Christine Reid who you have just heard from should be acting as secretary of the meeting.
I would like to take a moment to present to you other individuals who is here with me. Our Board of Directors, David Matlin, Walter Carter, Jay Hansen, Michael Shonka; David Treadwell is travelling out of the country today, and we have James Ovenden and Gregory Eng joining us via video conference call. Other officers of corporation seated here this morning, Sal Rinaldi, Chief Operating Officer; Paul Borja, Chief Financial Officer; Todd McGowan, Chief Enterprise Risk Officer; Dan Landers, Chief Credit Officer; Steve Issa, Managing Director of Commercial and Specialty Banking; Mike Tierney, Managing Director of Personal Financial Services; Matt Kerin, Mortgage Banking and Warehouse Lending and Marshall Soura, Director of Loan Repurchases and Recourse Management. We also have Mike Maher, Executive Director Mortgage Servicing and Operations and Laura Anger, our Director of Human Resources.
If there is any shareholder present who has not delivered his or her name to the Secretary or if there is any proxy holder who has not delivered his or her proxy to the Secretary and decides to do so, well, he or she please do so now.
Flagstar’s prepared list of shareholders are entitled to vote at the meeting arranged in alphabetic order showing the holders of common stock entitled to vote at the close of business on August 14, 2012, the record date for voting.
The Secretary informs me that our record show that there are outstanding of the record date and entitled to notice and to vote at this annual meeting, 557,993,063 shares of common stock. We have previously received an affidavit that the new ownership meeting in the form of proxy mailed on or about September 4, 2012 to each shareholder of record entitled to vote as the close to business on August 14, 2012 and a copy of the affidavit with documents attached will be attached to the minutes of this meeting.
The Board of Directors has previously appointed Danielle Tatum and Connie Atallah as Inspectors to act at this meeting in any adjournment. The inspectors then can report will be attached to the minutes of the meeting. Directors have previously delivered the inspectors a list of shareholders of record in all proxies that have been received.
The Secretary informs me that substantially more than the majority of the 557,973,063 shares of common stock entitled to notice of and to vote at the meeting are present in person or a proxy. The inspectors are making in that count and will submit a formal report of the number of shares present or represented during the course of the meeting. A quorum of the common stock is required presence subject to the confirmation of the fact by the inspector’s report.
The first time of visits to be acted upon meeting as stated in the notice of the meeting is the election of nine directors to the Board of Directors. In order to save of this meeting, we impose a range of proceedings to the votes we have taken at this time, while the inspectors are counting the ballots, we will continue with other business. Also, in accordance with the bylaws, writ nominations by any shareholder were required and been received by the Secretary prior to the date of this meeting. No such nominations were received; no further nominations are accepted at this meeting and hereby it’s clear that the nominations are closed.
We know in a proxy statement for this meeting that the shareholders waiting to receive non-objection from the Federal Reserve and the OCC, to serve as the director of Flagstar Bancorp, Flagstar Bank. The delay in receiving non-objection and these circumstances not unusual, as disclosed on page five of our proxy statement, in the election Mr. Schoels today will be subject to receipt of non-objection from the Federal Reserve. Mr. Schoels will begin serving as director of Flagstar Bancorp and Flagstar Bank upon receipt of notice of non-objection for the Federal Reserve and the Office of the Comptroller of the Currency.