The former chief executive of Vineyard National Bancorp in Corona, Calif., appears to be a step closer to his goal of winning control of its board.
Norman Morales, who resigned as the $2.5 billion-asset company's CEO on Jan. 23, said late Monday that a majority of its shareholders had consented to changes in its bylaws that would allow Mr. Morales and another shareholder, Jon Salmanson, to propose an alternative slate of directors at the company's annual shareholder meeting.
Mr. Morales and Mr. Salmanson said they plan to nominate six candidates, including Mr. Morales, to replace Vineyard's entire board once it sets a date for its meeting. However, the meeting cannot be scheduled until Vineyard files its 10-K with the Securities and Exchange Commission, and Vineyard said it has been late in doing so because of problems that occurred on Mr. Morales' watch.
Vineyard's current board opposes Mr. Morales' efforts and has blamed him publicly for the company's mounting credit problems, particularly in its residential construction loan portfolio.
The company did not return calls from American Banker seeking confirmation of claims by Mr. Morales and Mr. Salmanson claims that shareholders had voted in favor of a bylaw change.
Mr. Morales resigned a week before Vineyard reported a $41.3 million loss for the fourth quarter. The bulk of that loss resulted from a $40.8 million writedown of goodwill, but a nearly eightfold increase in its provision for loan losses also contributed.
Subsequently, Vineyard has said a recent evaluation of its loan portfolio could result in higher losses than it has previously reported.
Two independent proxy advisory firms have sided with Vineyard against Mr. Morales, saying that it would be better for the company to preserve capital than return to a more aggressive growth strategy that he has recommended.
By late Tuesday Vineyard's shares had fallen 2.5% from Monday's close, to $5.80.
