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Consent Order and Action Plans
3 Months Ended
Mar. 31, 2012
Consent Order and Action Plans [Abstract]  
Consent Order and Action Plans

Note 7 – Consent Order and Action Plans

On January 28, 2010, the Bank entered into a Consent Order (the “Consent Order”) with the Federal Deposit Insurance Corporation (“FDIC”). As is customary for orders of this type, the Bank entered into the Consent Order without admitting or denying any charges of unsafe and unsound practices or violations of law or regulations. On June 22, 2011, the Bank also executed a written agreement (the “Agreement”) with the Tennessee Department of Financial Institutions (“TDFI”).

On May 26, 2010, the Company entered into an agreement (the “FRB Agreement”) with the Federal Reserve Board (“FRB”). The Company is to act as a source of financial strength for the Bank. Accordingly in this FRB Agreement, the Company is required to obtain written permission before any of the following actions are taken: payment or receipt of any dividends from the Bank, payments on the subordinated debentures (see Note 6) or Trust Preferred Securities, or the purchase or redemption of any stock. In addition, under the FRB Agreement, the Company may not incur, increase, or guarantee any debt without prior written approval of the FRB.

The Consent Order, the Agreement, and the FRB Agreement (collectively, the “Action Plans”) contain substantially similar terms and are based on the findings of the FDIC and TDFI during their joint examination of the Bank that commenced on September 14, 2009. The Action Plans represent agreement between the Bank, on the one hand, and the FDIC, the TDFI, and the FRB, respectively, on the other hand as to areas of the Bank’s or Company’s operations that warrant improvement and require the Bank or Company to present plans for making those improvements. The Action Plans impose no fines or penalties on the Bank or Company.

 

Under the terms of each Action Plan, the Bank cannot declare or pay cash dividends without the prior written consent of certain officials of the FDIC and TDFI (the “Joint Officials”). In addition, the Bank is restricted from extending additional credit to certain borrowers whose existing credit has been classified as “loss”, “doubtful”, or “substandard” or has been charged off the books of the Bank and, in each case, is uncollected. The Action Plans also require the Bank to provide the Joint Officials 60 days prior written notice of any proposed changes in the Bank’s management, along with background information on any proposed new management officials. The Action Plans also contain requirements ranging from a capital directive, which requires the Bank to achieve and maintain minimum regulatory capital levels in excess of the statutory minimums to be well-capitalized, to developing a liquidity risk management and contingency funding plan, in connection with which we will be subject to limitations on the maximum interest rates the Bank can pay on deposit accounts. The Bank is also restricted from accepting brokered deposits. The Action Plans require the development of various programs and procedures to improve asset quality as well as routine reporting on progress toward compliance with the Action Plans to the Board of Directors, the FDIC, the TDFI, and the FRB.

The Order requires the Bank to maintain Tier 1 capital to average total assets of 8%, Tier 1 risk based capital to risk-weighted assets of 10% and total risk based capital to total risk weighted assets of 12%.

The Bank has provided quarterly written progress reports to the Joint Officials through the first quarter of 2012. Management plans to conform to all conditions of the Action Plans and is implementing its plan to return capital levels to prescribed levels.

Management and the Board of Directors have carefully considered the impact of the Action Plans on the Bank’s current and future operations. Areas that have received additional attention as a result of the Action Plans include the Bank’s liquidity position, overall balance sheet structure, capital and earnings. The Bank has considered the impact of deposit interest rate restrictions that may impair the Bank’s ability to raise local certificates of deposit. The Bank’s earnings have been negatively impacted due to recent regulatory criticism. One example of the negative impact on earnings is that increased FDIC insurance premiums have been incurred and will continue to be at an elevated level until the Bank’s overall condition improves.

Noncompliance with the Action Plans could subject the Bank to an array of penalties ranging from the assessment of civil money penalties against the Bank and/or any or all of its officers and directors contributing to the violation, to a termination of the Bank’s deposit insurance for more egregious violations of applicable bank rules and regulations. The Bank is not aware of any penalties that were the result of any noncompliance with the Action Plans.

The Bank’s current regulatory status also subjects it to certain other requirements of law apart from the Action Plans. For example, the Bank and the Company are subject to restrictions under the FDIC’s regulations governing golden parachute payments, which generally prohibit entering into and paying certain severance payments to directors and senior executive officers without prior FDIC approval in the case of the Bank and FRB and FDIC approval in the case of the Company. The Company made no such payments during the five preceding years even without the restrictions. In addition, the Bank is currently unable to submit bids to the FDIC for the acquisition of any failed banks.