Arkansas
State Bank Department
State Banking Board
Meeting Minutes for
April 23, 2009
(updated June 4, 2009)
SPECIAL
MEETING
OF
THE
ARKANSAS STATE BANKING BOARD
A special meeting of the Arkansas State Banking
Board was held in the conference room of the Arkansas State Bank Department,
400 Hardin Road, Suite 100, Little Rock, Arkansas, at 10:00 a.m. on April 23,
2009. The following Board Members were
present: Chairman John Freeman,
Vice-Chairman Creed Spann, Marcus McCain, Gary Hudson, Rodney Parks and Charles
Smith. Representing the State Bank
Department were Commissioner Candace A. Franks, Deputy Commissioners Luther
Guinn and Susannah Marshall, Attorney Brent Taylor, and Management Project
Analyst Barbara Mahoney. Linda Parker
from Bushman Court
Reporting was the recording reporter for the applicants.
State Bank Commissioner, Candace A. Franks, called
this Special Meeting of the State Banking Board. Notice of the Special Meeting was sent by
regular mail to each member of the State Banking Board on March 17, 2009. The notice was also given to the news media
in accordance with state law.
Commissioner Franks opened the meeting. Secretary Luther Guinn declared a quorum was
present. Commissioner Franks then asked
the visitors and guests to stand and introduce themselves and state who they
represent. She then turned the meeting
over to Chairman John Freeman.
First on the agenda was consideration of the Minutes
of the January 15, 2009, Regular Board Meeting.
A motion was made by Creed Spann, seconded by Marcus McCain, to approve
the Minutes as presented. Motion carried
and the Commissioner concurred.
Next was approval of expenses for the Board. A motion was made by Gary Hudson, seconded by
Rodney Parks, to approve the Board’s expenses.
Motion carried and the Commissioner concurred.
Next on the agenda was an application by First
Security Bank, Searcy, Arkansas,
to merge The Union Bank of Benton, Benton, Arkansas, with and into First Security Bank, Searcy, Arkansas. Randy Dennis with DD&F Consulting Group,
Little Rock, Arkansas
represented and spoke for the applicant.
Mr. Dennis stated that First Security Bank operates 69 offices
throughout the state and proposes to merge with The Union Bank of Benton, with
five branches. Mr. Dennis further stated
that post merger resulting capital ratios will be well above the capital ratio
that is required. Mr. Mike Hutsell of
First Security Bank stated that this was the last of several beneficial mergers
due to the economics and the ability of customers to access all statewide
branches. Chairman John Freeman asked
Mr. Hutsell for the benefit of the new bank board members, to share how his
board and management would interact under the new management plan. Mr. Hutsell stated that the current Benton
board is comprised of Mark Vanderpool, Reynie Rutledge, and Mark Ferguson. The two latter are CEO and Executive Vice
President of the Searcy bank. Mr.
Hutsell also stated that Mark Vanderpool would continue as Market President and
CEO. Mr. Charles Smith asked what role
Greg Brown would have in the merged bank.
Mr. Hutsell stated that Mr. Brown is living in Utah and operates in an advisory
position. Mr. Marcus McCain stated that
in March of last year classified assets stood at 31% of capital and wanted to
know where the bank stood today. Mr.
Hutsell stated that most of the problem assets were located in northwest
Arkansas, which was not the biggest part of their business. He further stated their locations in the rest
of the state remained strong.
A motion was made by Vice-Chairman Creed Spann,
seconded by Mr. Gary Hudson, to approve the application by First Security Bank,
Searcy, Arkansas, to merge The Union Bank of Benton, Benton, Arkansas, with and
into First Security Bank, Searcy, Arkansas, the motion carried and the
Commissioner concurred.
Next on the agenda was an application by Centennial
Bank, Conway, Arkansas,
to merge Centennial Bank, Little Rock, Arkansas, with and into Centennial Bank, Conway, Arkansas. Ms. Whitney Hall with DD&F represented
and spoke for the applicant. Ms. Hall
stated that this merger was one of the last two mergers to accommodate the
shares of all the subsidiary banks. Ms.
Hall stated that after the merger, including the Twin City Bank merger
application to be heard later, the bank will be well capitalized. Ms. Hall also stated two branches would be
closed and required regulatory notices and customer notices had been completed. Ms. Hall further stated that the Board of
Centennial, Little Rock, would become advisory members for the Conway bank, and
all executive management would become regional officers of the Conway
bank. Chairman John Freeman asked if the
two closed branches would be served by other banks in the market. Mr. Bob Birch stated the Fordyce and Rison
offices had already seen a migration of customers.
A motion was made by Mr. Rodney Parks, seconded by
Mr. Marcus McCain, to approve the application by Centennial Bank, Conway,
Arkansas, to merge Centennial Bank, Little Rock, Arkansas, with and into
Centennial Bank, Conway, Arkansas, the motion carried and the Commissioner
concurred.
Next on the agenda was an application by Centennial
Bank, Conway, Arkansas,
to merge Twin City Bank, North Little Rock, Arkansas, with and into Centennial Bank, Conway, Arkansas. Ms. Whitney Hall with DD&F Consulting
Group represented and spoke for the applicant.
Ms. Hall stated this merger was different than the previous mergers Home
Bancshares had done because the merger will result in two (2) surviving
institutions with the Twin City Bank charter relocating to Rogers,
Arkansas, and merged with Intrust National
Bank located in Kansas. Ms. Hall also stated that the Board of Twin
City Bank will become an advisory board and executive management will become
regional officers of Centennial Bank, Conway.
Ms. Hall further stated that Intrust has made application with the OCC
to establish the Rogers
location as a branch office and said application is still pending. Deputy Commissioner Susannah Marshall
provided some background information regarding a change in the law that allowed
this transaction.
A motion was made by Marcus McCain, seconded by Mr.
Gary Hudson, to approve the application by Centennial Bank, Conway, Arkansas,
to merge Twin City Bank, North Little Rock, Arkansas, with and into Centennial
Bank, Conway, Arkansas, the motion carried and the Commissioner concurred.
Next on the agenda was an application by Twin City
Bank, North Little Rock, Arkansas,
to relocate its main office from North Little Rock,
Arkansas, to Rogers, Arkansas. Ms. Whitney Hall with DD&F Consulting
Group, Little Rock, Arkansas, represented and spoke for the applicant. Ms. Hall stated she covered all issues
regarding the relocation in the previous Twin City Bank merger
application.
A motion was made by Vice-Chairman Creed Spann,
seconded by Gary Hudson, to approve the application by Twin City Bank, North
Little Rock, Arkansas to relocate its main office from North Little Rock,
Arkansas, to Rogers, Arkansas, the motion carried and the Commissioner
concurred.
A motion was made by Vice-Chairman Creed Spann,
seconded by Rodney Parks, for Resolutions from the Board to recognize Elmer
Flucht, Margie Russ, and David Short for their services to the Board (see copy
of appendices to these minutes). Motion
carried and the Commissioner concurred.
