Security Pacific Shifts Management : Restructuring Will Aid Interstate Operations, Firm Says
Security Pacific Corp. announced Tuesday a management restructuring and a series of promotions designed to improve oversight of its growing interstate banking operations.
Shareholders of the Los Angeles-based parent of Security Pacific National Bank also approved a measure to eliminate directors’ liability for monetary damages in cases of breach of fiduciary duty.
Security Pacific executives also said the firm has no plans for major new acquisitions and instead will digest its latest purchases and grow internally.
“We’ve put our checkbook to rest,” Richard J. Flamson III, Security Pacific’s chairman and chief executive, told reporters following the firm’s annual meeting in Los Angeles. While the firm will not rule out acquisition opportunities as they arise, “we have no plans for significant purchases,” Flamson said.
The company recently has acquired banks in Oregon and Arizona and plans to acquire banks in Washington and Nevada as part of a strategy to extend its retail banking base beyond California into other Western states. The largest such purchase is the planned $1.15-billion acquisition of Rainier Bancorporation of Seattle, expected to be completed this fall.
The round of executive appointments and restructurings announced Tuesday are intended in part to better coordinate management of Security Pacific’s major subsidiaries, including its growing non-bank operations. Security Pacific said it created a small management team within the parent firm that will oversee and coordinate the subsidiaries. That team will report to George F. Moody, president and chief operating officer of the parent.
However, as part of that move, Moody, 56, will give up his posts as president and chief executive of Security Pacific National Bank.
New Bank President
Robert H. Smith, 51, previously chief operating officer of the bank, will assume Moody’s posts as president and chief executive of the bank unit. He also will remain a vice chairman of the parent firm.
Smith’s move to the helm of the firm’s largest subsidiary clearly reaffirms his position as the 58-year-old Flamson’s heir apparent as chief executive of the parent, company officials said. “Smith is clearly in line,” Moody told reporters, reiterating that he himself had no ambition to succeed Flamson.
Two other executives were promoted to become vice chairmen of the parent firm--John F. Kooken, 55, who will remain chief financial officer of the parent, and John P. Singleton, 50, who will continue as chairman and chief executive of Security Pacific Automation Co.
Robert C. Corteway, 43, an executive vice president of the Security Pacific National Bank unit, was elected executive vice president and chief credit officer of the parent and the unit. Also, bank executives George H. Benter Jr., 45, and David R. Lovejoy, 38, were named vice chairmen of Security Pacific National Bank.
Flamson defended the company’s move to eliminate directors’ liability for monetary damages in shareholder lawsuits alleging breaches of fiduciary duty. He said it was needed to attract outside directors, although he noted that the firm does not currently face any shareholder suits alleging breach of fiduciary duty.
Such a measure was allowed under a recent change in corporate law in Delaware, where Security Pacific is incorporated. A similar proposal is up for shareholder approval at the annual meeting of BankAmerica Corp.
Security Pacific also boosted its quarterly dividend to 45 cents a share from 37 cents.
Separately, Wells Fargo & Co. shareholders met in San Francisco and approved a provision to double the number of authorized common shares to 150 million and to reincorporate in Delaware.
