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USA: GM’s Akerson talks bailouts, Europe, Chevy Volt problems

The man running the biggest American automaker spoke with Fortune’s Adam Lashinsky in a wide-ranging interview covering the company’s biggest challenges.

FORTUNE — Daniel Akerson is every inch the businessman. In fact, he uses that word to describe himself, as if he needs to remind listeners that the man running a company so prominently saved by the U.S. taxpayers comes from the world of commerce. After a career in telecommunications and private equity, Akerson is an unlikely chief executive of General Motors. Famously at this point, he is not what Detroiters call a “car guy.” He’s also a Republican, thrust into the position of defending a Democratic president’s passions for an electric car and the salvation of the U.S. auto industry. (He claims to have spoken to the president twice since becoming GM’s CEO in September, 2010.)

Akerson visited the West Coast recently and sat down for an on-camera chat with Fortune’s Adam Lashinsky on March 7 in San Francisco. He defends the “bailout” of the car companies as articulately, or more so, than any politician. He also acknowledges that GM needs to close factories in Europe, though he explains why it would be tough to kill the Opel brand in Germany, despite the successful if painful termination of historic U.S. brands, including Oldsmobile and Pontiac. Akerson seems downright befuddled—and clearly frustrated—by the politicization of the Chevy Volt, a project started at GM well before President Obama ran for office. He claims to have no idea when the United States will sell its sizeable stake in GM, and he thinks it makes all the sense in the world that the citizenry of the nation shouldn’t be represented on the GM board of directors despite owning more than a fourth of the company. These are just some of the topics covered in a wide-ranging conversation, an extremely lightly edited transcript of which appears below.

ADAM LASHINSKY: So, I’d like to start if you could clear up something in my mind that I assume confuses a lot of people out there as well, which is this business of the U.S. government’s investment in General Motors. The government owns about 32% of General Motors. That’s common stock as I understand it, but that’s often characterized as a loan that needs to be repaid to the U.S. government. Can you explain the right lingo to me on that, please?

DANIEL AKERSON: Well, I mean, you’re a pretty smart, financial savvy guy. There was debt, there was preferred, and there was common stock that the government owns. And we’ve paid back all of our debt, we’ve repaid all of our preferred, and we sold down from 60 plus, 62%, on a fully diluted basis they actually owned 27% of the company, and all of that was remitted to the government. That total is just around 23, $24 billion has been returned.

So, do we owe them in the sense of debt? They’re a shareholder now. In fact, they’re our largest shareholder, and they have the ability, at their call not ours, to sell that stock at any one point in time. So, there’s nothing owed in the sense of there’s equity that they own, which is not debt.

ADAM LASHINSKY: So, by your characterization it’s the government’s call more than it’s General Motors’ call when the government will end its ownership in General Motors.

DANIEL AKERSON: Clearly. We have large shareholders. We have 200,000 plus. We have a marquis listing of first tier, bold bracket pension funds and whatnot and mutual funds. The government is a large shareholder. They’re not in the boardroom, they don’t have representation in the boardroom.

ADAM LASHINSKY: Why not, by the way? Excuse me, wouldn’t it make sense for such a large shareholder, almost a third of the shares, to have representation?

DANIEL AKERSON: Well, I think that’s a question better asked of the government, but I think what they wanted, I don’t know anything about politics or the management of a national economy, and I think they, in my opinion, wisely said, let’s get — they brought in a new board after the bankruptcy, reconstituted the board with old directors, if you will directors that were there prior to the bankruptcy. I came in with that new group, and they said, okay. I think they would have had trouble getting business executives to come in and say, is the government going to manage this business or are we going to have businesspeople manage the business.

ADAM LASHINSKY: Can you explain to me what level of interaction there is? There’s no formal board representation. Is there a monthly interaction, is there someone minding the store from their perspective, in other words, formally?

DANIEL AKERSON: No, no. Remember, I have a fiduciary responsibility, the board has fiduciary responsibility to all of our shareholders regardless if they own a thousand shares or a million shares. And once we took it public, we have certain restrictions, FTC restrictions; do we unfairly disclose information to one shareholder regardless if they have 27% of the company or 1%, and the answer is no.

Prior to us going public, reentering the public market, yes, they got monthly reports and looked at our financials, and we had shareholder meetings before it went public, and they’d show up and they’d vote for or against various directors and various proposals that were before these shareholders, of which there were four at the time. The Canadian government also put money into the company at the time of the bankruptcy.
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