Vineyard National Bancorp to consider former CEO's proposed bylaw change

By Lisa Kerner

Charlotte, N.C., Feb. 26 - Vineyard National Bancorp said its board of directors will meet on Wednesday to review a notice regarding a proposed bylaws change from long-time shareholder Jon Salmanson and former company president, chief executive officer and seven-year director Norman Morales.

Salmanson and Morales, who is also Vineyard's largest shareholder, are soliciting the written consents of the holders of Vineyard's common stock to take action without a shareholders meeting to amend the company's bylaws, a company news release stated.

The proposed bylaw amendments would permit Salmanson and Morales or any other shareholder to nominate an alternate slate of directors for the upcoming annual meeting of shareholders.

Salmanson and Morales also filed a preliminary consent solicitation statement with the Securities and Exchange Commission stating they intend to obtain the written consent of holders of a majority of Vineyard's outstanding shares to approve the bylaw amendments no later than April 25.

Under current Vineyard bylaws, shareholders must submit nominations for directors more than five months prior to the annual meeting.

According to a schedule 14A filing with the SEC, Salmanson currently holds 7,875 shares of Vineyard common stock and is the beneficial owner of 107,148 Vineyard shares. Morales currently holds 248,259 Vineyard shares and is the beneficial owner of 320,451 Vineyard shares.

Vineyard National is the holding company for Vineyard National Bancorp located in Corona, Calif.

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