While the U.S. Securities and Exchange Commission and Bank of America Corp. disagreed Wednesday over whether there was any wrongdoing in advance of Bank of America’s takeover of Merrill Lynch, they also argued that Southern District of New York Judge Jed S. Rakoff should approve the $33 million settlement over bonus pay to Merrill employees.

In the SEC’s reply memorandum (pdf) filed Wednesday in Securities and Exchange Commission v. Bank of America Corp., 09-civ-6829, the agency said Bank of America “plainly violated the proxy disclosure rules” by failing to disclose to shareholders that it agreed Merrill could pay up to $5.8 billion in bonuses in 2008.

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