AIG shareholders to elect new directors at meeting

NEW YORK - By Lilla Zuill

American International Group Inc <AIG.N>, the insurer rescued by a series of federal bailouts, is set to pad out its shrinking board on Tuesday when a new slate of directors stands for election at its annual meeting.

The nominees will help rebuild a board decimated in the past year by seven resignations, one retirement and three other directors not standing for re-election.

The meeting, to be held on Wall Street, will be the first public opportunity for shareholders to vent frustration since the insurer's financial implosion last year.

Shareholders were all but wiped out as AIG recorded $99 billion in losses last year, largely stemming from a financial product unit's foray into risky derivatives. Shares have plummeted to just above $1 following the dilutive effect of the government's move to take majority ownership.

AIG had delayed its annual meeting, usually held in May, to allow time to reshuffle directors. The board that emerges will feature many new faces.

Apart from George Miles and Morris Offit, who have served as directors since 2005, the 11-member board will have been entirely elected within the last year.

Joining the board since 2008 were Suzanne Nora Johnson, a former Goldman Sachs <GS.N> vice-chairman; Dennis Dammerman, former General Electric Co <GE.N> finance chief, and Ed Liddy, chief executive and chairman, although he plans to stand down as soon as successors are found.

The rest of the board will be comprised of nominees: Harvey Golub, Laurette Koellner, Christopher Lynch, Arthur Martinez, Robert S. (Steve) Miller and Douglas Steenland.

GOVERNMENT MUSCLE

The new board reflects the muscle wielded by federal authorities since taxpayers ponied up billions of dollars to keep AIG afloat. Trustees appointed to have oversight of the government's 80 percent stake in AIG wanted to shake up the board to raise corporate governance standards, they said last month.

At least seven of the new directors were recommended by either the U.S. Treasury or the trustees.

In a May statement, Liddy said "adding these individuals to the AIG Board will help AIG achieve its goals of maximizing the value of AIG's core businesses and repaying U.S. taxpayers."

Dammerman, tapped by government officials to join AIG's board last November, is leading the search for a new chairman and CEO.

AIG is to hold the shareholder meeting at its 72 Wall Street building, adjacent to 70 Pine Street headquarters. It recently agreed to sell both buildings, although it still occupies them for now.

Alongside prime real estate sales, AIG has been trying to find buyers for many of its businesses around the world. It needs to raise enough to pay off some $83 billion in federal loans.

Last week AIG said it had finalized a deal to give the New York Federal Reserve stakes in two large life insurers, a development expected to reduce the debt eventually by about $25 billion.

The units are being positioned for initial public offerings, as is AIG's large global property-casualty division, AIU Holdings. Other AIG asset sales have included much of its stake in reinsurer Transatlantic <TRH.N>, a U.S. personal lines business and other units in Switzerland, Mexico, Thailand and Russia.

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