-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, WrLiIhTfw3tyA2HKxXkXpLrX7TYArNbs2IrVKJByzZPaskPFFjrOkALr8++SLTkv cbO50u3A7lwrVIxd5LVuhA== 0001005794-04-000855.txt : 20041112 0001005794-04-000855.hdr.sgml : 20041111 20041112142058 ACCESSION NUMBER: 0001005794-04-000855 CONFORMED SUBMISSION TYPE: 10QSB PUBLIC DOCUMENT COUNT: 4 CONFORMED PERIOD OF REPORT: 20040930 FILED AS OF DATE: 20041112 DATE AS OF CHANGE: 20041112 FILER: COMPANY DATA: COMPANY CONFORMED NAME: VOLUNTEER BANCORP INC CENTRAL INDEX KEY: 0000947440 STANDARD INDUSTRIAL CLASSIFICATION: STATE COMMERCIAL BANKS [6022] IRS NUMBER: 621271025 STATE OF INCORPORATION: TN FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 10QSB SEC ACT: 1934 Act SEC FILE NUMBER: 000-22473 FILM NUMBER: 041138242 BUSINESS ADDRESS: STREET 1: 161 W MAIN ST STREET 2: PO BOX 126 CITY: SNEEDVILLE STATE: TN ZIP: 37879 BUSINESS PHONE: 4239219900 MAIL ADDRESS: STREET 1: 161 W MAIN ST STREET 2: PO BOX 126 CITY: SNEEDVILLE STATE: TN ZIP: 37879 10QSB 1 vbi10qsb093004.txt QUARTERLY REPORT WITH FORM 10-QSB UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-QSB [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2004 OR [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from ________________ to _________________ Commission File No. 33-94050 Volunteer Bancorp, Inc. (Exact name of registrant as specified in its charter) Tennessee 62-1271025 --------- ---------- (State or other jurisdiction of (I.R.S. Employer incorporation or organization) Identification Number) 210 East Main Street, Rogersville, Tennessee 37857 - --------------------------------------------- ----- (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code 423-272-2200 ------------ Not applicable - -------------------------------------------------------------------------------- Former name, former address and former fiscal year, if changed since last report Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 12, 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. [X] Yes [ ] No Indicate by check mark whether the registrant is an accelerated filer (as defined in Rule 12b-2 of the Exchange Act). [ ] Yes [X] No APPLICABLE ONLY TO CORPORATE ISSUERS: Indicate the number of shares outstanding of each of the issuer's classes of common stock, as of the latest applicable date: 539,027 as of November 10, 2004. Transitional Small Business Disclosure Format (check one): [ ] Yes [X] No VOLUNTEER BANCORP, INC. INDEX Part I Finnancial Information Page Item 1. Financial Statements Consolidated Balance Sheet as of September 30, 2004............. 3 Consolidated Statements of Income for the Three and Nine Months Ended September 30, 2004 and September 30, 2003............................................ 4 Consolidated Statements of Cash Flows for the Nine Months Ended September 30, 2004 and September 30, 2003........ 5 Notes to Consolidated Financial Statements...................... 6 Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations.......................... 7 Item 3. Controls and Procedures........................................ 10 Part II Other Information Item 1. Legal Proceedings.............................................. 11 Item 2. Changes in Securities.......................................... 11 Item 3. Defaults upon Senior Securities................................ 11 Item 4. Submission of Matters to a Vote of Securities Holders.......... 11 Item 5. Other Information.............................................. 11 Item 6. Exhibits and Reports on Form 8-K............................... 11 Signatures .................................................................. 12 Certifications ........................................................... 13-15 -2- PART 1 - FINANCIAL INFORMATION VOLUNTEER BANCORP, INC. CONSOLIDATED BALANCE SHEET September 30, 2004 (Unaudited) ASSETS Cash and due from banks $ 2,668,516 Federal funds sold - ------------------ Total cash and cash equivalents 2,668,516 Investment securities Available for sale 19,883,842 Held to maturity 407,320 Loans, net (allowance for loan losses $945,608) 78,094,979 Federal Home Loan Bank stock, at cost 397,800 Accrued interest receivable 804,362 Premises and equipment, net 3,647,748 Other real estate 121,800 Cash surrender value life insurance 2,154,695 Other assets 431,058 ------------------ Total Assets $ 108,612,120 ================== LIABILITIES Deposits Non-interest bearing $ 13,509,682 Interest bearing 78,947,414 ------------------ Total deposits 92,457,096 Interest payable 253,984 Federal funds purchased 1,100,000 Securities sold under repurchase agreements 600,064 FHLB advances 5,000,000 Other accrued liabilities 318,314 Note payable 980,000 ------------------ Total Liabilities 100,709,458 STOCKHOLDERS' EQUITY Common stock, $0.01 par value; 1,000,000 shares authorized; 539,027 shares issued and outstanding 5,390 Additional paid-in capital 1,916,500 Retained earnings 5,807,357 Accumulated other comprehensive income 173,415 ------------------ Total Stockholders' Equity 7,902,662 TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY $ 108,612,120 ================== -3- PART 1 - FINANCIAL INFORMATION VOLUNTEER BANCORP, INC. CONSOLIDATED STATEMENTS OF INCOME (Unaudited)
Three Months Ended Nine Months Ended September 30 September 30 2004 2003 2004 2003 ---- ---- ---- ---- INTEREST INCOME Loans, including fees $ 1,269,444 $ 1,252,890 $ 3,679,043 $ 3,734,888 Federal funds 1,243 2,867 3,246 21,819 Investment securities: Taxable 120,883 169,396 408,036 613,060 Tax-exempt 72,661 72,564 218,013 217,211 ----------- ----------- ----------- ----------- Total interest income 1,464,231 1,497,717 4,308,338 4,586,978 INTEREST EXPENSE Deposits 282,654 410,355 882,814 1,272,780 Other borrowed funds 26,581 (8,622) 63,699 39,271 ----------- ----------- ----------- ----------- Total interest expense 309,235 401,733 946,513 1,312,051 Net interest income 1,154,996 1,095,984 3,361,825 3,274,927 Provision for loan losses 75,000 - 175,000 390,000 ----------- ----------- ----------- ----------- Net interest income after provision for loan losses 1,079,996 1,095,984 3,186,825 2,884,927 ----------- ----------- ----------- ----------- NON-INTEREST INCOME Service charges on deposits and fees 115,275 119,592 341,082 359,161 Securities gains 1,905 - 26,922 107,903 Other non-interest income 74,081 63,217 193,061 167,029 ----------- ----------- ----------- ----------- Total non-interest income 191,261 182,809 561,065 634,093 NON-INTEREST EXPENSE Salaries and employee benefits 530,328 485,302 1,510,373 1,494,843 Occupancy and equipment expenses 158,344 177,141 470,558 556,411 Other non-interest expense 253,952 292,332 877,262 925,886 ----------- ----------- ----------- ----------- Total non-interest expense 942,624 954,775 2,858,193 2,977,140 ----------- ----------- ----------- ----------- Income before income taxes 328,633 324,018 889,697 541,880 Income tax expense 93,791 94,301 244,154 126,455 ----------- ----------- ----------- ----------- Net Income $ 234,842 $ 229,717 $ 645,543 $ 415,425 =========== =========== =========== =========== Other comprehensive income Unrealized gain (loss) on securities available for sale, before tax $ 298,753 $ (287,027) $ (43,597) $ (168,356) Reclassification for gains included in net income (1,905) - (26,922) (107,903) Income taxes related to other comprehensive income (112,802) 103,330 26,797 104,978 ----------- ----------- ----------- ----------- 184,046 (183,697) (43,722) (171,281) ----------- ----------- ----------- ----------- Total comprehensive income $ 418,888 $ 46,020 $ 601,821 $ 244,144 =========== =========== =========== =========== Net income per common share $ .44 $ .43 $ 1.20 $ .77 Common shares outstanding 539,027 539,027 539,027 539,027
-4- PART I - FINANCIAL INFORMATION VOLUNTEER BANCORP, INC. CONSOLIDATED STATEMENTS OF CASH FLOWS (Unaudited)
Nine Months Ended September 30 2004 2003 ---- ---- CASH FLOWS FROM OPERATING ACTIVITIES Net income $ 645,543 $ 415,425 Adjustments to reconcile net income to net cash from operating activities Provision for loan losses 175,000 390,000 Depreciation and amortization 150,974 332,484 Gain on securities (26,922) (107,903) Loss on OREO 11,436 16,758 Writedown of OREO 17,600 5,000 Federal Home Loan bank stock dividends (11,800) (11,100) Increase in cash surrender value of life insurance (65,991) (61,715) Change in: Other assets 264,354 242,455 Other liabilities 130,953 53,969 ---------------- ---------------- Net cash from operating activities 1,292,147 1,275,373 CASH FLOWS FROM INVESTING ACTIVITIES Activity in held to maturity securities: Maturities, prepayments, and calls 336,329 690,992 Activity in available for sale securities: Proceeds 3,744,590 5,797,617 Purchases - (21,275,460) Maturities, prepayments, and calls 3,370,329 12,942,136 Net change in loans (9,687,752) (2,528,202) Purchase of premise and equipment, net (82,796) (117,420) Proceeds from sale of OREO 1,259,329 378,325 Investment in cash surrender value life insurance - (2,000,000) ---------------- ---------------- Net cash from investing activities (1,059,971) (6,112,012) CASH FLOWS FROM FINANCING ACTIVITIES Change in FHLB advances 5,000,000 - Net change in deposits (4,255,744) 210,221 Net change in securities sold under repurchase agreements and federal funds purchase (1,108,838) (553,496) Repayment of long-term debt (435,000) (395,000) ---------------- ---------------- Net cash from financing activities (799,582) (738,275) ---------------- ---------------- Net change in cash and cash equivalents (567,406) (5,574,914) Cash and cash equivalents at beginning of period 3,235,922 9,155,507 ---------------- ---------------- Cash and cash equivalents at end of period $ 2,668,516 $ 3,580,593 ================ ================ Supplemental disclosure of cash flow information Cash paid during the period for Interest $ 1,010,109 $ 1,334,144 Income taxes 18,719 91,204
-5- 1. Basis of Presentation In the opinion of management, the unaudited consolidated financial statements include all normal adjustments considered necessary to present fairly the financial position as of September 30, 2004, the results of operations for the three and nine months ended September 30, 2004 and 2003, and cash flows for the nine months ended September 30, 2004 and 2003. All of these adjustments are of a normal, recurring nature. Interim results are not necessarily indicative of results for a full year. The accompanying unaudited consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America for interim financial information and with the instructions for Form 10-Q. Accordingly, they do not include all of the information and footnotes required by accounting principles generally accepted in the United States of America for complete financial statements. For further information, refer to the consolidated financial statements and footnotes included in the Company's annual report for the year ended December 31, 2003. The consolidated financial statements include the accounts for the Company and the Bank. All material intercompany balances and transactions have been eliminated in consolidation. 2. Long-Term Debt The Company's long-term debt consists of a single note payable in the amount of $980,000 at September 30, 2004, due an unaffiliated national bank. The interest rate on the note adjusts quarterly and is equal to the three-months London Interbank Offered Rate (Three Month LIBOR) plus 1.95% per annum or at the option of the Company, the rate on the note is equal to the lender's index rate as such rate changes from time to time. The Company may change interest rate options at any time with prior notice to the lender. Interest is payable quarterly. At September 30, 2004, the rate on the note was 3.65% per annum. Principal is payable annually on January 31 as follows: 2005 $ 470,000 2006 (final maturity) 510,000 ------------- $ 980,000 The loan is secured by all of the stock of Citizens Bank of East Tennessee owned by the Company. The note agreement contains financial and operating covenants. As of September 30, 2004, the Company is in compliance with these covenants. 3. Contingencies During the course of business, the Company makes various commitments and incurs certain contingent liabilities that are not presented in the accompanying balance sheet. The commitments and contingent liabilities may include various guarantees, commitments to extend credit, standby letters of credit, and litigation. In the opinion of management, no material adverse effect on the financial position, liquidity or operating results of the Company and its subsidiary is anticipated as a result of these items. 4. Certain Regulatory Matters As a result of certain findings in the Tennessee Department of Financial Institution's Report of Examination dated June 4, 2001, the Board of Directors of the Bank entered into a Memorandum of Understanding (the "Memorandum"), dated August 16, 2001, with the Commissioner of the Tennessee Department of Financial Institutions and the Memphis Regional Director of the Federal Deposit Insurance Corporation. A Memorandum of Understanding is an informal administrative tool for institutions that have some weaknesses that if not properly addressed and corrected could lead to supervisory concern requiring formal administrative action. The areas addressed in the Memorandum covered capital -6- adequacy, laws and regulations, data processing audit and review, investment policy maturity strategies, adequate documentation of each of the foregoing but primarily credit administration. As a result, the Board has reviewed a number of the Bank's policies and procedures including its loan policy and has incorporated recommendations designed to strengthen credit quality and the Bank's review procedures regarding loan loss reserve adequacy. The memorandum was lifted August 19, 2004. Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations As of and for the Three and Nine Months Ended September 30, 2004 and 2003 The following provides a narrative discussion and analysis of significant changes in the results of operations and financial condition of Volunteer Bancorp, Inc. (the "Company"). This discussion should be read in conjunction with the consolidated financial statements and related financial analysis set forth in the Company's 2003 Annual Report, the interim unaudited consolidated financial statements and notes for the three months and nine months ended September 30, 2004, included elsewhere herein, and the supplemental financial data included herein. CAUTIONARY STATEMENT ABOUT FORWARD-LOOKING INFORMATION This discussion contains certain forward-looking statements (as defined in the Private Securities Litigation Reform Act of 1995). Such statements are based on management's expectations as well as certain assumptions made by, and information available to, management. Specifically, this discussion contains forward-looking statements with respect to the following items: - effects of projected changes in interest rates, - effects of changes in the securities markets, - effects of changes in general economic conditions, - the adequacy of the allowance for loan losses on loans and the level of future provisions for losses on loans, and - business plans for the year 2004 and beyond including underwriting criteria. When used in this discussion, the words "anticipate", "project", "expect", "believe", "should", and similar expressions are intended to identify forward-looking statements. These forward-looking statements involve significant risks and uncertainties including changes in general economic and financial market conditions, changes in banking laws and regulations, and the Company's ability to execute its business plans. Although the Company believes that the expectations reflected in the forward-looking statements are reasonable, actual results could differ materially. SUMMARY The Company reported net income for the first nine months of 2004 of $645,543, or $1.20 per common share, compared to net income of $415,425 for the same period a year ago and for the three months ended September 30, 2004 net income was $234,842, or $.44 per share compared to a net income of $229,717 or $.43 per share in the third quarter of 2003. Total assets decreased approximately $67,000 from December 31, 2003 to September 30, 2004. Our return on average assets was ..80% for nine months ended September 30, 2004 compared to .54% for the year ended December 31, 2003. This improvement is primarily due to significantly lower loan loss provisions and a decrease in non-interest expense. -7- Financial Condition Earning Assets. Average earning assets has remained constant as a percentage of total average assets. Average earning assets to Average Assets is 90.7% for nine months ended September 30, 2004 compared to 90.7% for all of 2003. Loan Portfolio. The Company's total loan portfolio has increased 13.5% at September 30, 2004 compared to December 31, 2003 and is summarized below. September 30 December 31 2004 2003 ---- ---- (in thousands) Commercial, financial and agriculture $ 5,360 $ 4,721 Real estate - construction 5,678 992 Real estate - mortgage 58,628 54,588 Consumer 8,727 7,765 Other 648 1,565 ----------- ----------- $ 79,041 $ 69,631 =========== =========== Allowance for Possible Loan Losses. Lending officers are responsible for the ongoing review and administration of each loan. They make the initial identification of loans that present some difficulty in collection or where there is an indication that the probability of loss exists. Lending officers are responsible for the collection effort on a delinquent loan. Senior management is informed of the status of delinquent and problem loans on a weekly basis. Senior management makes recommendations monthly to the Board of Directors as to charge-offs. Senior management reviews the allowance for possible loan losses on a monthly basis. The Company's policy is to discontinue interest accrual when payment of principal and interest is 90 days or more in arrears, unless there is sufficient collateral to justify continued accrual. The allowance for losses represents management's assessment of the risks associated with extending credit and its evaluation of the quality of the loan portfolio. Management analyzes the loan portfolio to determine the adequacy of the allowance for loan losses and the appropriate provisions required to maintain a level considered adequate to absorb probable incurred loan losses. The provision for loan losses was $175,000 for the nine months ended September 30, 2004 as compared to $390,000 in the same period in 2003. For the quarter ended September 30, 2004 the provision was $75,000 compared to $0 in 2003. The allowance for loan losses at September 30, 2004 was 1.20% of loans. Management believes that the $945,608 at September 30, 2004 is adequate to absorb known risks in the portfolio. -8- The following table provides the changes in the allowance for loan losses for the periods indicated. Nine Months Ended September 30 2004 2003 ---- ---- (in thousands) Balance, beginning of year $ 911 $ 1,111 Provision charged to expense 175 390 Loans charged off (197) (686) Recoveries 57 30 ----------- ----------- Balance, end of year $ 946 $ 845 Investment Portfolio. The Company maintains an investment strategy of seeking portfolio yields within acceptable risk levels, as well as providing liquidity. The Company maintains two classifications of investment securities; Available for Sale and Held to Maturity. The Available for Sale securities are carried at fair market value, whereas the Held to Maturity securities are carried at amortized cost. At September 30, 2004, there was an unrealized gain in the Available for Sale securities of approximately $280,000 compared to an unrealized gain of $350,000 at December 31, 2003. The company's Investment securities portfolio decreased approximately $7.8 million since December 31, 2003. This decrease is primarily attributed to management selling lower yielding securities to fund higher yielding loans, as well as principal pay downs on mortgage backed securities. Cash Value of Life Insurance. During the first quarter of 2003, the Company invested in Bank owned life insurance to provide a higher yield than alternative investments. The cash surrender value of this life insurance is $2,154,695 at September 30, 2004. All officers of The Citizens Bank of East Tennessee as of February 15, 2003 are insured. Deposits. Deposits totaled $92,457,096 at September 30, 2004 compared to $96,712,840 at December 31, 2003. The deposit decline has primarily been in the Interest Bearing accounts. Management has aggressively priced interest bearing deposits to improve interest margins. Additionally, management is working to limit deposit growth to only core deposit customers. This limited growth will assist in management's overall strategy to strengthen capital ratios. Note Payable. The company's long-term debt consists of a single note payable in the amount of $980,000 at September 30, 2004 due an unaffiliated national bank and is discussed further in Note 2 in the Notes to Consolidated Financial Statements. RESULTS OF OPERATIONS Net income increased to $645,543 for the nine months ended September 30, 2004 from $415,425 in the same period in 2003. For the three months ended September 30, 2004, net income was $234,842 compared to $229,717 in 2003. Net interest income increased 2.7% from the nine months ended September 30, 2003 to the same period in 2004 from $3,274,927 to $3,361,825 and increased 5.38% from the three month period ended September 30, 2003 to the same period in 2004. -9- The provision for loan losses decreased $215,000 for the nine months ended September 30, 2004 and increased $75,000 during the three months ended September 30, 2004 compared to the same periods last year. Non-performing assets decreased $1,995,000 from December 31, 2003 to September 30, 2004. Non-performing assets were as follows as of September 30, 2004 and December 31, 2003: September 30 December 31 2004 2003 ---- ---- (in thousands) Loans past due over 90 days $ 35 $ 1,035 Non-accrual loans 592 175 Other real estate owned 122 1,534 ----------- ----------- Total non-performing assets $ 749 $ 2,744 =========== =========== Non-Interest Income. Gains on the sale of securities decreased $80,981 from $107,903 in the nine months ended September 30, 2003 to $26,922 in the nine months ended September 30, 2004. Service charges decreased $4 thousand and $18 thousand in the three and nine months ended September 30, 2004. Non-Interest Expense. Salaries and employee benefits increased $45 thousand and $16 thousand in the three and nine months ended September 30, 2004 compared to 2003. Occupancy and equipment expenses were significantly lower in the three and nine months ended September 30, 2004 than in 2003, as a result of maturing operating leases for equipment. Other non-interest expense decreased $49 thousand in the nine months ended September 30, 2004 compared to 2003 and decreased $38 thousand for the three months ending September 30, 2004. Item 3. Controls and Procedures (a) Evaluation of Disclosure Controls and Procedures. The Company's President and its Vice President and Cashier have evaluated the effectiveness of the design and operation of the Company's disclosure controls and procedures (as defined in Exchange Act Rule 13a-14(c)) as of the end of the period covered by this report. Based on that evaluation, the President and the Vice President and Cashier have concluded that the Company's disclosure controls and procedures are effective to ensure that material information relating to the Company and the Company's consolidated subsidiaries is made known to such officers by others within these entities, particularly during the period this quarterly report was prepared, in order to allow timely decisions regarding required disclosure. (b) Changes in Internal Controls. There have not been any significant changes in the Company's internal controls or in other factors that could significantly affect these controls subsequent to the date of their evaluation. -10- PART II - OTHER INFORMATION Item 1. Legal Proceedings None Item 2. Changes in Securities None Item 3. Defaults upon Senior Securities None Item 4. Submission of Matters to a Vote of Security Holders None Item 5. Other Information None Item 6. Exhibits and Reports on Form 8-K (a) Exhibits 31.1 Certification of President Pursuant to Section 302 of Sarbanes-Oxley Act 31.2 Certification of Vice President Pursuant to Section 302 of Sarbanes-Oxley Act 32.1 Certification of President and Vice President and Cashier Pursuant to Section 18 U.S.C. Section 1350 (As Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002) (b) There have been no Current Reports on Form 8-K filed during the quarter ended September 30, 2004. -11- SIGNATURES In accordance with the requirements of the Exchange Act, the registrant caused this report to be signed on its behalf by the undersigned, thereunto duly authorized. VOLUNTEER BANCORP, INC. Date: November 12, 2004 /s/ Reed D. Matney -------------------------------------------- Reed D. Matney, President Date: November 12, 2004 /s/ Greg Oliver -------------------------------------------- Greg Oliver, Vice President and Cashier -12- EX-31 2 vbiex31_1.txt EXHIBIT 31.1 SECTION 302 CERTIFICATION Exhibit 31.1 CERTIFICATION OF PRESIDENT PURSUANT TO SECTION 302 OF SARBANES-OXLEY ACT I, Reed D. Matney, certify that: 1. I have reviewed this quarterly report on Form 10-QSB of Volunteer Bancorp, Inc.; 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report; 3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the small business issuer as of, and for, the periods presented in this report; 4. The small business issuer's other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) for the small business issuer and have: (a) Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the small business issuer, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared; (b) Evaluated the effectiveness of the small business issuer's disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and (c) Disclosed in this report any change in the small business issuer's internal control over financial reporting that occurred during the small business issuer's most recent fiscal quarter that has materially affected, or is reasonably likely to materially affect, the small business issuer's internal control over financial reporting; and 5. The small business issuer's other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the small business issuer's auditors and the audit committee of the small business issuer's board of directors: (a) All significant deficiencies and material weaknesses in the design or operation of internal controls over financial reporting which are reasonably likely to adversely affect the small business issuer's ability to record, process, summarize and report financial information; and (b) Any fraud, whether or not material, that involves management or other employees who have a significant role in the small business issuer's internal control over financial reporting Date: November 12, 2004 /s/ Reed D. Matney -------------------------------------------- Reed D. Matney, President EX-31 3 vbiex31_2.txt EXHIBIT 31.2 SECTION 302 CERTIFICATION Exhibit 31.2 CERTIFICATION OF VICE PRESIDENT AND CASHIER PURSUANT TO SECTION 302 OF SARBANES-OXLEY ACT I, Greg Oliver, certify that: 1. I have reviewed this quarterly report on Form 10-QSB of Volunteer Bancorp, Inc.; 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report; 3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the small business issuer as of, and for, the periods presented in this report; 4. The small business issuer's other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) for the small business issuer and have: (a) Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the small business issuer, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared; (b) Evaluated the effectiveness of the small business issuer's disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and (c) Disclosed in this report any change in the small business issuer's internal control over financial reporting that occurred during the small business issuer's most recent fiscal quarter that has materially affected, or is reasonably likely to materially affect, the small business issuer's internal control over financial reporting; and 5. The small business issuer's other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the small business issuer's auditors and the audit committee of the small business issuer's board of directors: (a) All significant deficiencies and material weaknesses in the design or operation of internal controls over financial reporting which are reasonably likely to adversely affect the small business issuer's ability to record, process, summarize and report financial information; and (b) Any fraud, whether or not material, that involves management or other employees who have a significant role in the small business issuer's internal control over financial reporting Date: November 12, 2004 /s/ Greg Oliver -------------------------------------------- Greg Oliver, Vice President and Cashier EX-32 4 vbiex32_1.txt EXHIBIT 32.1 SECTION 906 CERTIFICATION Exhibit 32.1 CERTIFICATION OF PRESIDENT AND VICE PRESIDENT AND CASHIER PURSUANT TO 18 U.S.C. SECTION 1350 (AS ADOPTED PURSUANT TO SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002) In connection with the Quarterly Report of Volunteer Bancorp, Inc. (the "Corporation") on Form 10-Q for the period ended September 30, 2004 as filed with the Securities and Exchange Commission on the date hereof (the "Report"), the undersigned, the President and Vice President and Cashier of the Corporation, certify, pursuant to 18 U.S.C. Section 1350, that: 1. The Report fully complies with the requirements of section 13(a) or 15(d) of the Securities Exchange Act of 1934 and; 2. The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Corporation; Date: November 12, 2004 By: /s/ Reed D. Matney ------------------------------- Reed D. Matney President Date: November 12, 2004 By: /s/ Greg Oliver ------------------------------- Greg Oliver Vice President and Cashier -----END PRIVACY-ENHANCED MESSAGE-----