Regions Bank 2009 Annual Report Download - page 215

EXHIBIT 99.1
ANNUAL CERTIFICATION PURSUANT TO 31 C.F.R. § 30.15
I, C. Dowd Ritter, Chairman and Chief Executive Officer of Regions Financial Corporation, certify, based
on my knowledge, that:
(i) The compensation committee of Regions Financial Corporation has discussed, reviewed, and evaluated
with senior risk officers at least every six months during the period beginning on the later of September 14,
2009, or ninety days after the closing date of the agreement between the TARP recipient and Treasury and
ending with the last day of the TARP recipient's fiscal year containing that date (the applicable period), the
senior executive officer (SEO) compensation plans and the employee compensation plans and the risks
these plans pose to Regions Financial Corporation;
(ii) The compensation committee of Regions Financial Corporation has identified and limited during the
applicable period any features of the SEO compensation plans that could lead SEOs to take unnecessary
and excessive risks that could threaten the value of Regions Financial Corporation, and during that same
applicable period has identified any features of the employee compensation plans that pose risks to
Regions Financial Corporation and has limited those features to ensure that Regions Financial Corporation
is not unnecessarily exposed to risks;
(iii) The compensation committee has reviewed, at least every six months during the applicable period, the
terms of each employee compensation plan and identified any features of the plan that could encourage the
manipulation of reported earnings of Regions Financial Corporation to enhance the compensation of an
employee, and has limited any such features;
(iv) The compensation committee of Regions Financial Corporation will certify to the reviews of the SEO
compensation plans and employee compensation plans required under (i) and (iii) above;
(v) The compensation committee of Regions Financial Corporation will provide a narrative description of how
it limited during any part of the most recently completed fiscal year that included a TARP period the
features in
(A) SEO compensation plans that could lead SEOs to take unnecessary and excessive risks that could
threaten the value of Regions Financial Corporation;
(B) Employee compensation plans that unnecessarily expose Regions Financial Corporation to risks; and
(C) Employee compensation plans that could encourage the manipulation of reported earnings of
Regions Financial Corporation to enhance the compensation of an employee;
(vi) Regions Financial Corporation has required that bonus payments, as defined in the regulations and
guidance established under section 111 of EESA (bonus payments), of the SEOs and twenty next most
highly compensated employees be subject to a recovery or “clawback” provision during the period
beginning on the later of the closing date of the agreement between the TARP recipient and Treasury or
June 15, 2009 and ending with the last day of the TARP recipient’s fiscal year containing that date if the
bonus payments were based on materially inaccurate financial statements or any other materially
inaccurate performance metric criteria;
(vii) Regions Financial Corporation has prohibited any golden parachute payment, as defined in the regulations
and guidance established under section 111 of EESA, to an SEO or any of the next five most highly
compensated employees during the period beginning on the later of the closing date of the agreement
between the TARP recipient and Treasury or June 15, 2009 and ending with the last day of the TARP
recipient's fiscal year containing that date;
(viii) Regions Financial Corporation has limited bonus payments to its applicable employees in accordance with
section 111 of EESA and the regulations and guidance established thereunder during the period beginning
on the later of the closing date of the agreement between the TARP recipient and Treasury or June 15,
2009 and ending with the last day of the TARP recipient's fiscal year containing that date;