Plaintiff seeks to inspect books and records of Fifth Third to: (i) investigate potential wrongdoing, mismanagement, and breaches of fiduciary duties by the members of Fifth Third’s Board of Directors (the “Board”), the Company’s officers, and/or others in connection with Fifth Third’s sales goals for its employees, incentive-compensation programs, and opening of unauthorized consumer-financial products and services; and (ii) take appropriate action in the event the members of the Board did not properly discharge their fiduciary duties, including preparing and filing a stockholder derivative lawsuit, if appropriate.
The CFPB has filed a complaint alleging that Fifth Third Bank engaged in conduct that violated the Consumer Financial Protection Act of 2010 (CFPA), the Truth in Lending Act (TILA), the Truth in Savings Act (TISA), and their implementing regulations.
According to the lawsuit, defendants throughout the Class Period made false and/or misleading statements and/or failed to disclose that: (1) as a result of Fifth Third Bank’s aggressive incentive policies to promote its cross-sell strategy, Fifth Third Bank employees engaged in unauthorized conduct with customer accounts; (2) since at least 2008, Fifth Third Bank, and by extension, Fifth Third, was aware of such unauthorized conduct and, thus, that it was violating relevant regulations and laws aimed at protecting its consumers; (3) Fifth Third failed to properly implement and monitor its cross-sell program, detect and stop misconduct, and identify and remediate harmed consumers; (4) all the foregoing subjected the Company to a foreseeable risk of heightened regulatory scrutiny or investigation; (5) Fifth Third’s revenues were in part the product of unlawful conduct and thus unsustainable; and (6) as a result, the Company’s public statements were materially false and misleading at all relevant times.
