Related Party Transactions and Outside Related Director Information


12/16/2005 Proxy Information

The Financial Institutions Reform, Recovery and Enforcement Act of 1989 (“FIRREA”) requires that all loans or extensions of credit to executive officers and directors must be made on substantially the same terms, including interest rates and collateral, as those prevailing at the time for comparable transactions with the general public and must not involve more than the normal risk of repayment or present other unfavorable features. In addition, loans made to a director or an executive officer that exceeded in the aggregate an amount equal to the greater of $25,000 or 5% of the Bank’s capital and surplus, or in any event $500,000, must be approved in advance by a majority of the disinterested members of the Board of Directors.

Frank H. Fee, III, a director of the Company, is also President of the law firm of Fee & Fee, P.A. which does business under the registered firm name of Fee, DeRoss & Fee, a general practice law firm. The Company paid approximately $98,000 in legal fees in the year ended September 30, 2005, to this law firm.

Michael J. Brown, Jr., Senior Vice President – Retail Banking, is the son of Michael J. Brown, Sr., President and Chief Executive Officer of the Company.