In administering the Trust, the Trustees will jointly act as the majority stockholder of AIG in the best interests of the U.S. Treasury and with a view towards maximizing the value of the stock of AIG held by the Trust, in each case based upon the independent judgment of the Trustees. All rights, powers and duties of the Trustees are subject to and in accordance with the Trust Agreement.
Under the Trust Agreement, the Trustees’ primary responsibilities are:
Voting the AIG stock held by the Trust (the “Trust Stock”) at all meetings of the stockholders of AIG and at any other time such a vote is required, most importantly in connection with the election of directors of AIG;
Developing and executing a plan to sell or otherwise dispose of the Trust Stock in a value maximizing manner (any ultimate disposition of the Trust Stock is subject to the prior approval of the Federal Reserve Bank of New York, after consultation with the Treasury Department); and
Working with senior management and the board of directors of AIG to ensure corporate governance procedures satisfactory to the Trustees.
Explicitly, by the terms of the Trust Agreement, the Trustees must leave the day-to-day direction and management of AIG to the senior officers of the company and its board of directors.
The Trust Agreement, the Mission Statement of the Trustees and the Written Statement submitted by the Trustees in connection with their testimony on May 13, 2009 before the Committee on Oversight and Government Reform of the U.S. House of Representatives provide further detail on the duties, responsibilities and objectives of the Trustees.