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Citigroup Makes Further Changes To Its Board of Directors

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Citigroup’s board of directors now includes three new outside directors, a new non-executive chair for Citibank, N.A., a new oversight committee for Citi Holdings and a new chair of its audit and risk management committee.

The three new outside directors are

- Diana L. Taylor, the former superintendent of banks for the New York State Banking Department and current managing director of Wolfensohn Capital Partners, a fund manager.

- Timothy C. Collins, CEO of Ripplewood Holdings L.L.C., an investment firm that invests in financial services and other sectors, and

– Robert L. Joss, Ph.D., dean and professor of the Graduate School of Business at Stanford University, and former CEO of Westpac Banking Corporation Ltd.

The new directors, who will stand for election at Citi’s next annual meeting, bring the total on the board to 17 members, only one of whom (CEO Vikram S. Pandit) is a member of Citi management.

“The newly appointed directors are the latest additions to our group of exceptionally talented individuals,” said Richard Parsons, chairman of the Citi Board. “The newly constituted board is an extraordinary resource for the company as it works to build on Citi’s many strengths, address its challenges and capitalize on its great opportunities.

In addition, the board announced that Jerry A. Grundhofer, who was elected at Citi’s 2009 annual meeting, will be the non-executive chairman of the board of Citibank, N.A. Grundhofer will also chair the Audit and Risk Management Committee.

Grundhofer will replace Bill Rhodes, who will step down as Chairman and CEO of Citibank, N.A. as announced on July 9. Rhodes will be senior vice chairman of Citibank, N.A. and will remain on its board.

Also, two additional Citigroup outside directors, Michael E. O’Neill and Anthony M. Santomero, will be directors of Citibank, N.A.

Michael E. O’Neill will be the new chair of the Citi Holdings Oversight Committee., which oversees management’s strategy and execution for the disposition of Citi Holdings’ assets and businesses.

John M. Deutch will step off the Citibank, N.A. Board and the Citigroup Audit and Risk Management Committee so he can focus more of his attention on operations and technology matters, an area in which he has particular expertise, and will join the Citi Holdings Oversight Committee. Ms. Taylor and Mr. Joss will also be members of this Committee.


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