UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 14A INFORMATION
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FEDERAL TRUST CORPORATION
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(Name of Registrant as Specified In Its Charter)
KEEFE MANAGERS, LLC
ROBERT B. GOLDSTEIN
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FOR IMMEDIATE RELEASE
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ISS RECOMMENDS THAT FEDERAL TRUST CORPORATION'S SHAREHOLDERS
VOTE FOR KEEFE MANAGERS NOMINEE ROBERT B. GOLDSTEIN
NEW YORK, New York-- MAY 15, 2006 -- Keefe Managers, LLC is pleased to announce
that Institutional Shareholder Services (ISS), the largest independent proxy
research firm, issued an analysis for the election contest of Federal Trust
Corporation (AMEX: FDT) and recommended that shareholders vote for Robert B.
Goldstein on Keefe Managers' WHITE proxy card.
Within the analysis, ISS concluded, "Although Federal Trust has performed well
in terms of stock price appreciation, we are concerned about the governance
issues. Appointment of an associate officer on Compensation committee,
allocation of 70 percent of total stock options to the CEO, and certain
compensation arrangements, highlight potential governance problems. We feel that
inclusion of an outside director will provide greater board oversight."
"We are pleased that ISS has recommended shareholders vote FOR Bob Goldstein. We
agree with the concerns raised by ISS in its analysis with respect to corporate
governance issues - most notably its concerns regarding: the potential conflicts
of interest in the board; issues with CEO compensation and the approval of the
stock option plan for directors. I urge all shareholders to follow ISS'
INDEPENDENT recommendation to VOTE THE WHITE PROXY CARD and to vote FOR Bob
Goldstein. Please do not send back the green proxy card, even as a sign of
protest." said John Lyons, President and Co-Chief Executive Officer of Keefe
Managers, LLC.
Keefe Managers, LLC beneficially owns 795,835 shares of Federal Trust
Corporation, or approximately 8.7% of the outstanding shares.
Contact: Keefe Managers LLC D.F. King & Co., Inc.
John J. Lyons Richard H. Grubaugh
(212) 754-2000 (212) 493-6950