Our common stock is traded on the OTC Pink marketplace maintained by OTC Markets Group Inc. under the trading symbol BFTL.

Size: px
Start display at page:

Download "Our common stock is traded on the OTC Pink marketplace maintained by OTC Markets Group Inc. under the trading symbol BFTL."

Transcription

1

2 The Bank of Fincastle Post Office Box 107 Fincastle, Virginia Telephone Facsimile July 26, 2017 Dear Fellow Shareholder: You are cordially invited to attend The Bank of Fincastle s Annual Shareholders Meeting at 9:00 a.m. on Tuesday, August 15, 2017, at The Glebe located at 200 The Glebe Blvd in Daleville, Virginia The enclosed Notice of the 2017 Annual Meeting of Shareholders and Proxy Statement describes the matters to be presented at the Annual Meeting. Also enclosed is a President s Message, along with our balance sheet and income statement for the fiscal year ended December 31, 2016 which will be reviewed as well. Please give them your prompt and careful attention. Because we want to keep our shareholder s informed, we will post our annual and quarterly reports and other important information on the Bank s website under Shareholder Relations at You may also request a complete set of the Bank s audited consolidated financial statements for the year ended December 31, 2016 by calling Michael Jasper at Our common stock is traded on the OTC Pink marketplace maintained by OTC Markets Group Inc. under the trading symbol BFTL. You may vote by mail, fax, internet or phone as indicated on the enclosed proxy. Regardless of whether you will be able to attend the Annual Shareholders Meeting, it is important that your shares be represented and your vote recorded. We appreciate your continued loyalty and support of The Bank of Fincastle and hope you will be able to attend the Annual Shareholders Meeting, either in person or by proxy. Sincerely, George E. Holt, III Chairman GH/mpf Enclosure

3 PRESIDENT S MESSAGE This past year s numbers are as disappointing to us as they are to you. We are not accustomed to facing losses, as we are historically a strong performing financial institution. On the surface the numbers are very disappointing, but the numbers don t tell the whole story. They reflect only a snapshot in time of an institution with a heritage of uninterrupted service to our community that dates back to To understand the numbers of 2016, we must go back several years. Much of our performance over the past fiscal year is the result of loans made in the real estate market years ago. We must now face the financial consequences of borrowers who have failed to repay their loans. Total assets have declined $10,442,959 or 5%. Loans decreased $23,754,682 or 16% due to the problem loans in our portfolio. Total deposits decreased by $2,748,861 as we made a strategic move to sell our Bedford Branch, which we evaluated to be operationally unprofitable and outside of our target market area. Losses in our loan portfolio led to a decrease in our net interest income by 4% from $6,316,088 to $6,073,289. Our noninterest income decreased by $21,873 or 2% and our non interest expense decreased by $242,543 or 3%. Overall, for the second straight year the bank lost money finishing 2016 with a net loss of $6,877,804. As difficult as the numbers are, we made the painful but necessary move to address the problems of our past headon so that we could clear the way for a brighter future. We have a strategic plan in place, and I am confident that we will continue to be what we have always been, a vital and positive partner in our community s prosperity. I am not making any excuses for the numbers. The numbers are what they are and accurately reflect the financial condition of the bank. I assure you that everyone here is working hard for our customers and shareholders by putting in place new policies and processes that will allow us to move forward. From a personal standpoint, I came to The Bank of Fincastle believing in the bank, the staff and this community. Nothing has changed in my perspective. I believe in our ability to turn things around. We have the right people and the right locations. We are working to stay at the forefront of banking services and technology. We are part of a growing community and are committed to getting our fair share of new business opportunities through exceptional personal service, local-decision making, and accountability. Our legacy as the preferred banking institution will continue. We appreciate your continued commitment. Sincerely, Scott Steele President & CEO

4 THE BANK OF FINCASTLE AND SUBSIDIARY CONSOLIDATED BALANCE SHEETS December 31, 2016 and 2015 ASSETS Cash and due from banks $ 5,034,365 $ 5,025,316 Interest-bearing deposits with banks 4,606, ,880 Federal funds sold 80,000 - Investment securites held to maturity 51,201,570 42,067,174 Restricted investment securities 250, ,350 Loans held for sale 734, ,609 Loans, net of allowance for loan losses 120,948, ,703,164 of $3,419,535 at 2016 and $2,912,112 at 2015 Premises and equipment, net 6,487,849 7,593,774 Accrued interest receivable 409, ,766 Other real estate owned 5,801,416 4,277,579 Other assets 10,844,292 10,925,366 Total assets $ 206,400,019 $ 216,842,978 LIABILITIES AND STOCKHOLDERS' EQUITY Deposits Noninterest-bearing demand deposits $ 63,883,927 $ 60,779,347 Interest-bearing deposits 126,435, ,289,110 Total deposits 190,319, ,068,457 Accrued interest payable 61,069 67,430 Federal funds purchased - 783,000 Other liabilities 863, ,080 Total liabilities 191,243, ,808,967 Stockholders' equity Common stock, $0.04 par value; 10,000,000 shares authorized, 2,281,915 shares issued and outstanding 91,277 91,277 Surplus 5,057,723 5,057,723 Retained earnings 10,007,207 16,885,011 Total stockholders' equity 15,156,207 22,034,011 Total liabilities and stockholders' equity $ 206,400,019 $ 216,842,978

5 THE BANK OF FINCASTLE AND SUBSIDIARY CONSOLIDATED STATEMENTS OF INCOME (LOSS) Years Ended December 31, 2016 and INTEREST INCOME Interest and fees on loans $ 6,349,906 $ 6,836,944 Interest on investment securities, taxable 310, ,194 Interest on investment securities, tax-exempt 8,948 9,425 Interest - other 102,712 46,451 Total interest income 6,772,274 7,161,014 INTEREST EXPENSE Interest on deposits 698, ,926 Net interest income 6,073,289 6,316,088 PROVISION FOR LOAN LOSSES 8,091,000 5,147,000 Net interest income (loss) after provision for loan losses (2,017,711) 1,169,088 NONINTEREST INCOME Service fees 228, ,062 Rental income 211, ,236 Bank card and credit card interchange fees 318, ,269 Other income 510, ,222 Total noninterest income 1,268,916 1,290,789 NONINTEREST EXPENSE Salaries and employee benefits 3,080,757 3,063,388 Occupancy and equipment 717, ,687 Data processing expenses 694, ,565 Legal and professional fees 207, ,073 Postage, stationery and supplies 106, ,228 Bank franchise tax 8,470 79,091 FDIC insurance assessment 304, ,668 Losses on other real estate owned 1,299,825 1,971,267 Expenses of other real estate owned 374,653 96,910 Other expenses 1,107, ,085 Total noninterest expense 7,901,419 8,143,962 LOSS BEFORE INCOME TAXES (8,650,214) (5,684,085) INCOME TAX (EXPENSE) BENEFIT Current (12,892) 1,129,682 Deferred 1,785, ,035 Total income tax benefit 1,772,410 2,010,717 NET LOSS $ (6,877,804) $ (3,673,368) Per share data: Loss per share $ (3.01) $ (1.61)

6 NOTICE OF THE 2017 ANNUAL MEETING OF STOCKHOLDERS TO THE STOCKHOLDERS OF THE BANK OF FINCASTLE: NOTICE is hereby given that the 2017 Annual Meeting of Stockholders of The Bank of Fincastle (the "Bank") will be held at 9:00 a.m. on Tuesday, August 15, 2017, at The Glebe, 200 The Glebe Blvd, Daleville, Virginia 24083, for the following purposes: 1. To amend the Articles of Incorporation of the Bank by adding the following: ARTICLE V BOARD OF DIRECTORS The management, control and government of the Bank shall be vested in the Board of Directors, which shall be composed of no less than 5 nor more than 9 directors which minimum and maximum number of directors may not be changed except by amendment to the Articles of Incorporation. The Directors shall be divided into (3) groups, Group I, Group II, and Group III, as nearly equal in number as possible. At the Annual Meeting of the Bank, Directors of Group I shall be elected for a term of one year, Directors of Group II shall be elected for a term of two years, and Directors of Group III shall be elected for a term of three years. After the expiration of their initial term of office, Directors of each group shall be elected for three (3) year terms. All directors shall remain in office until their successors have been duly elected by the shareholders and qualified. 2. If the amendment to the Articles of Incorporation described in Item 1 above is approved, to elect the seven directors described in the Proxy Statement dated July 26, 2017 to the staggered terms set forth below to serve until the expiration of their term and his/her successor (if any) shall have been duly elected and qualified. Group I Term ending 2018 John W. Rader, Jr. Group II Term ending in 2019 J. Allen Layman Steven W. Sonny Spickard C. Ray Sprinkle Group III Term ending in 2020 Charles Scott Steele George E. Holt, III Jean R. Craft 3. If the amendment to the Articles of Incorporation described in Item 1 above is not approved, to elect the seven directors described in the Proxy Statement dated July 26, 2017 and as set out below to a one year term to serve until the expiration of their term and his/her successor (if any) shall have been duly elected and qualified. John W. Rader, Jr. J. Allen Layman Steven W. Sonny Spickard C. Ray Sprinkle Charles Scott Steele George E. Holt, III Jean R. Craft

7 4. To transact such other business as may properly come before the Meeting. Your attention is directed to the Proxy Statement accompanying this Notice for a more complete statement regarding the matters proposed to be acted upon at the Meeting. Only those stockholders of record as of the close of business on July 17, 2017, shall be entitled to vote at the Annual Meeting. To assure that your shares are represented at the Annual Meeting, you may also vote by mail, fax, internet or phone as indicated on the enclosed proxy. By Order of the Board of Directors. July 26, 2017 George E. Holt, III Chairman

8 PROXY STATEMENT OF THE BANK OF FINCASTLE ANNUAL MEETING OF STOCKHOLDERS TO BE HELD AUGUST 15, 2017 This Proxy Statement is furnished on July 26, 2017 in connection with the solicitation of proxies to be used at the Annual Meeting of Stockholders of The Bank of Fincastle ( Bank ), to be held on Tuesday, August 15, 2017, at 9:00 a.m., Eastern Standard Time, at The Glebe located at 200 The Glebe Blvd Daleville, Virginia Proxies in the form enclosed are solicited by management at the direction of the Board of Directors of the Bank. If the enclosed proxy is properly signed and returned to the Bank, the shares represented thereby will be voted at the Annual Meeting in accordance with its terms. Where no instructions are indicated, proxies will be voted for the Amendment to the Articles of Incorporation and if the Amendment is approved for the nominees for directors in the respective classes set forth in Proposal 1A. If the Amendment to the Articles of Incorporation set forth in Proposal 1 is not approved and no instructions are indicated, proxies will be voted for the nominees set forth in Proposal 1B. Any proxy given pursuant to this solicitation may be revoked at any time prior to the vote of the stockholders, and an opportunity will be given to stockholders attending the Meeting to withdraw their proxies and to vote their shares in person. VOTING SECURITIES The close of business on July 17, 2017, has been fixed as the record date for the determination of the stockholders of the Bank entitled to notice of and to vote at the Annual Meeting of Stockholders. As of that date, there were 2,281,915 shares of common stock outstanding, each of which is entitled to one vote. PROPOSAL 1 AMENDMENT TO THE ARTICLES OF INCORPORATION The Board of Directors of the Bank has determined it to be in the best interest of the Bank to amend the Articles of Incorporation of the Bank to create staggered terms of office for the Board of Directors and recommend to the shareholders of the Bank the approval of an amendment to the Articles of Amendment of the Articles of Incorporation reflecting the change by adding the following: ARTICLE V BOARD OF DIRECTORS The management, control and government of the Bank shall be vested in the Board of Directors, which shall be composed of no less than 5 nor more than 9 directors which minimum and maximum number of directors may not be changed except by amendment to the Articles of Incorporation. The Directors shall be divided into (3) groups, Group I, Group II, and Group III, as nearly equal in number as possible. At the Annual Meeting of the Bank, Directors of Group I shall be elected for a term of one year, Directors of Group II shall be elected for a term of two years, and Directors of Group III shall be elected for a term of three years. After the expiration of their initial term of office, Directors of each group shall be elected for three (3) year terms. All directors shall remain in office until their successors have been duly elected by the shareholders and qualified. PROPOSAL 2 ELECTION OF DIRECTORS The person(s) named below in Proposals (A) and (B) have been nominated by the Board of Directors as nominees for election to the Board of Directors of the Bank. Unless authorization is withheld, the person(s) named as proxies will vote for the election of the nominee(s) named below. Each nominee has agreed to serve if elected. In the event

9 any nominee shall unexpectedly be unable to serve, the proxies will be voted for such other persons as the Board may designate. The present principal occupation or employment and the office, if any, held with the Bank are set forth opposite the name of each nominee. Proxies cannot be voted for a greater number of persons than the number of nominees named below. (A) If the amendment to the Articles of Incorporation described in Proposal 1 above is approved, the election of the seven directors described below to the staggered terms set forth below to serve until the expiration of their term and his/her successor (if any) shall have been duly elected and qualified. The Board of Directors recommends a vote FOR each of the nominees for Director. Group I Term ending 2018 BACKGROUND John W. Rader, Jr. is the Senior Vice President of Investments at Valley Investment Management of Davenport & Company, LLC. He was previously an Investment Advisor with Smith Barney and Wheat First Securities. Rader graduated from The University of Virginia with a bachelor s degree in Commerce with a concentration in Finance from the McIntire School of Commerce. Rader has strong ties to the community and serves on a variety of boards including Chairman of the Botetourt County Electoral Board. John W. Rader, Jr. Director since year term Rader s thirty-four years of experience in investment management and his background in finance and commerce make him a strong candidate to continue as a board member for The Bank of Fincastle. Asset Liability, Chairman; Audit; Succession Management Group II Term ending in 2019 BACKGROUND J. Allen Layman is the retired former Chairman, President and CEO of R&B Communications and the past Chairman of Ntelos Corporation. He is currently involved in several development projects in Botetourt County and serves on the Board of RGC Resources, a Nasdaq traded public corporation. Layman s business leadership and management experience make him an influential member of The Bank of Fincastle Board of Directors. J. Allen Layman Director since year term Nominating and Corporate Governance, Chairman; CRA/Marketing; Succession Management

10 BACKGROUND Steven W. Sonny Spickard is the owner of Spickard Contracting and has had success with property development and entrepreneurial endeavors in Botetourt County. Spickard has served on the board of the Roanoke Valley Homebuilders Association and The Botetourt County Educational Foundation. He is also active in his church, serving on the finance committee, and has been a coach for youth sports in Botetourt County. Steven W. Spickard Director since year term Spickard is recognized as a leader among the members of The Bank of Fincastle Board of Directors, as is evidenced by his successful construction business and his expertise in property development and entrepreneurship. IT/Enterprise Risk Management, Chairman; CRA/Marketing, Vice-Chairman; Loan; Audit BACKGROUND C. Ray Sprinkle has been an award-winning Realtor at Re/Max All Stars for 28 years and has received the Hall of Fame Sales Award for being one of the top 100 Roanoke Valley Realtors. He has been a proud supporter of the Botetourt community, serving on the School Board for 21 years, with ten years as Board Chairman. Sprinkle is an outstanding choice for The Bank of Fincastle Board of Directors, bringing strong sales management skills and creativity to the position. C. Ray Sprinkle Director since 1972 Vice-Chairman 2 year term Audit, Chairman; Loan, Vice-Chairman; Asset/Liability; Nominating and Corporate Governance Group III Term ending in 2020 BACKGROUND Charles Scott Steele joined The Bank of Fincastle in June of 2015 and was named President and CEO in July of the same year. Previously he served as Senior Vice President, Chief Lending Officer and Compliance Officer for CornerStone Bank in Lexington, Virginia. A native of White Sulphur Springs, Steele received his bachelor s degree in Business Administration from West Virginia University and earned a diploma from the Graduate School of Banking at Louisiana State University. Charles Scott Steele Director since year term Since joining The Bank of Fincastle, Steele has led the board in developing a new strategic direction for the bank with a strong focus on improving asset quality, operational policies and procedures, internal controls, regulatory relations, enterprise risk management, product diversification and staff development and training. Loan, Chairman; Asset/Liability; IT/Enterprise Risk Management

11 BACKGROUND Ed Holt grew up in Botetourt County and was educated in the Botetourt public schools before graduating from The College of William and Mary with both BA and MBA degrees. Post-graduate he obtained a certificate in Railroad Market Planning and Analysis from Princeton University. In 2004 he left the employ of larger businesses to found RailCar Interchange where he is currently President. He proudly serves on the Board of Directors of The Bank of Fincastle following in the footsteps of his father and grandfather, as well as serving on the Board of Directors of Missio International, a nonprofit organization that supports humanitarian and Christian missions in Romania. George E. Holt, III Director since 2015 Chairman of the Board 3 year term Holt s extensive experience in successful businesses, along with his educational training in business and his MBA enables him to identify and lead the implementation of successful business practices and strategies to enhance the lending and operational performance of The Bank of Fincastle. Asset/Liability, Vice-Chairman; Audit, Vice-Chairman; Loan; IT/Enterprise Risk Management; Nominating and Corporate Governance BACKGROUND Jean R. Craft retired from The Bank of Fincastle as Executive Vice President with 48 years of service and is our first female board member. She has held many positions within The Bank of Fincastle including teller, common stock clerk, loan officer and positions in human resources. She currently serves as Corporate Secretary. Craft s extensive background knowledge of the Bank s overall operations and its history makes her an invaluable asset to the Board of Directors at The Bank of Fincastle. Jean R. Craft Director since 2005 Corporate Secretary 3 year term Loan; CRA/Marketing, Chairman; Nominating and Corporate Governance, Vice- Chairman (B) If the amendment to the Articles of Incorporation described in Proposal 1 above is not approved, the election of the seven directors named below and as set out below to a one year term to serve until the expiration of their term and his/her successor (if any) shall have been duly elected and qualified. J. Allen Layman John W. Rader, Jr. Steven W. Sonny Spickard C. Ray Sprinkle Charles Scott Steele George E. Holt, III Jean R. Craft

12

CCSB Financial Corp West Kansas Street Liberty, Missouri (816)

CCSB Financial Corp West Kansas Street Liberty, Missouri (816) CCSB Financial Corp. 1178 West Kansas Street Liberty, Missouri 64068 (816) 781-4500 December 14, 2018 Dear Stockholder: You are cordially invited to attend the Annual Meeting of Stockholders (the Annual

More information

March 22, Dear Stockholder:

March 22, Dear Stockholder: March 22, 2018 Dear Stockholder: On behalf of the Board of Directors and management of Dimeco, Inc. (the Company ), we cordially invite you to attend our 2018 Annual Meeting of Stockholders. The Annual

More information

FIRST BANCSHARES, INC. 142 East First Street Mountain Grove, Missouri March 21, 2016

FIRST BANCSHARES, INC. 142 East First Street Mountain Grove, Missouri March 21, 2016 FIRST BANCSHARES, INC. 142 East First Street Mountain Grove, Missouri 65711 March 21, 2016 Dear Shareholder: You are cordially invited to attend the annual meeting of shareholders of First Bancshares,

More information

the little bank, Inc. Post Office Box West Vernon Avenue Kinston, North Carolina Telephone: (252)

the little bank, Inc. Post Office Box West Vernon Avenue Kinston, North Carolina Telephone: (252) the little bank, Inc. Post Office Box 279 1101 West Vernon Avenue Kinston, North Carolina 28501 Telephone: (252) 939-3900 NOTICE OF ANNUAL MEETING OF STOCKHOLDERS To Be Held on April 28, 2016 NOTICE IS

More information

AJS BANCORP, INC South Cicero Avenue Midlothian, Illinois (708)

AJS BANCORP, INC South Cicero Avenue Midlothian, Illinois (708) AJS BANCORP, INC. 14757 South Cicero Avenue Midlothian, Illinois 60445 (708) 687-7400 NOTICE OF ANNUAL MEETING OF STOCKHOLDERS To Be Held On May 16, 2012 Notice is hereby given that the Annual Meeting

More information

NOTICE OF ANNUAL MEETING OF STOCKHOLDERS TUESDAY, JANUARY 22, 2019

NOTICE OF ANNUAL MEETING OF STOCKHOLDERS TUESDAY, JANUARY 22, 2019 NOTICE OF ANNUAL MEETING OF STOCKHOLDERS TUESDAY, JANUARY 22, 2019 To our stockholders: The 2019 Annual Meeting of Stockholders of NASB Financial, Inc. will be held at the North American Savings Bank,

More information

FIRST ROBINSON FINANCIAL CORPORATION

FIRST ROBINSON FINANCIAL CORPORATION FIRST ROBINSON FINANCIAL CORPORATION June 25, 2010 Dear Fellow Stockholder: On behalf of the Board of Directors and management of First Robinson Financial Corporation, I cordially invite you to attend

More information

FIRST BANCSHARES, INC. 142 East First Street Mountain Grove, Missouri March 29, 2018

FIRST BANCSHARES, INC. 142 East First Street Mountain Grove, Missouri March 29, 2018 FIRST BANCSHARES, INC. 142 East First Street Mountain Grove, Missouri 65711 March 29, 2018 Dear Shareholder: You are cordially invited to attend the annual meeting of shareholders of First Bancshares,

More information

Augme Technologies, Inc Carillon Point, 4 th Floor Kirkland, WA

Augme Technologies, Inc Carillon Point, 4 th Floor Kirkland, WA Augme Technologies, Inc. 4400 Carillon Point, 4 th Floor Kirkland, WA 98033 www.augme.com June 11, 2013 To our Stockholders: You are cordially invited to attend the Annual Meeting of Stockholders of Augme

More information

February 23, Dear Valued Shareholder,

February 23, Dear Valued Shareholder, February 23, 2017 Dear Valued Shareholder, The Board of Directors of First Vision Financial, Inc. is pleased to announce the annual shareholders meeting which will be held in our Tullahoma Office on Tuesday,

More information

Minden. Bancorp, Inc. April 12, 2013

Minden. Bancorp, Inc. April 12, 2013 Minden Bancorp, Inc. April 12, 2013 Dear Shareholder: You are cordially invited to attend the Annual Meeting of Shareholders of Minden Bancorp, Inc. The meeting will be held at the main office of MBL Bank

More information

FIRST ROBINSON FINANCIAL CORPORATION

FIRST ROBINSON FINANCIAL CORPORATION FIRST ROBINSON FINANCIAL CORPORATION June 27, 2012 Dear Fellow Stockholder: On behalf of the Board of Directors and management of First Robinson Financial Corporation, I cordially invite you to attend

More information

SIERRA MONITOR CORPORATION NOTICE OF ANNUAL MEETING OF SHAREHOLDERS TO BE HELD MAY 13, 2010

SIERRA MONITOR CORPORATION NOTICE OF ANNUAL MEETING OF SHAREHOLDERS TO BE HELD MAY 13, 2010 TO OUR SHAREHOLDERS: SIERRA MONITOR CORPORATION NOTICE OF ANNUAL MEETING OF SHAREHOLDERS TO BE HELD MAY 13, 2010 You are cordially invited to attend the 2010 Annual Meeting of Shareholders of Sierra Monitor

More information

Compensation Committee Charter

Compensation Committee Charter Compensation Committee Charter Compensation Committee A. Purpose The Compensation Committee (the " Committee") of the Board of Directors (the Board ) of The York Water Company (the Company ) is appointed

More information

FIRST VISION FINANCIAL, INC North Jackson Street Tullahoma, Tennessee 37388

FIRST VISION FINANCIAL, INC North Jackson Street Tullahoma, Tennessee 37388 FIRST VISION FINANCIAL, INC. 1401 North Jackson Street Tullahoma, Tennessee 37388 A LETTER TO OUR SHAREHOLDERS THE 2016 ANNUAL MEETING Dear Shareholder: March 21, 2016 You are cordially invited to attend

More information

April 3, Sincerely,

April 3, Sincerely, 9200 N.E. Barry Road, Kansas City, Missouri 64157 April 3, 2018 Dear Fellow Shareholder: We cordially invite you to attend the annual meeting of shareholders of Liberty Bancorp, Inc. (the Company ). We

More information

TO THE LIMITED PARTNERS OF DYNAGAS LNG PARTNERS LP OCTOBER 8, 2015

TO THE LIMITED PARTNERS OF DYNAGAS LNG PARTNERS LP OCTOBER 8, 2015 TO THE LIMITED PARTNERS OF DYNAGAS LNG PARTNERS LP OCTOBER 8, 2015 Enclosed is a Notice of the 2015 Annual Meeting (the Meeting ) of limited partners (the Limited Partners ) of Dynagas LNG Partners LP

More information

Notice of Annual Meeting of Stockholders and Proxy Statement

Notice of Annual Meeting of Stockholders and Proxy Statement Notice of Annual Meeting of Stockholders and Proxy Statement April 17, 2015 COUNTY BANK CORP 83 West Nepessing Street Lapeer, Michigan 48446 NOTICE OF ANNUAL MEETING OF STOCKHOLDERS TO THE STOCKHOLDERS

More information

April 8, Sincerely,

April 8, Sincerely, 16 West Franklin, Liberty, Missouri 64068 816.781.4822 April 8, 2015 Dear Fellow Stockholder: We cordially invite you to attend the annual meeting of stockholders of Liberty Bancorp, Inc. We will hold

More information

FLORIDA PUBLIC UTILITIES COMPANY 401 South Dixie Highway West Palm Beach, Florida NOTICE OF ANNUAL MEETING OF STOCKHOLDERS

FLORIDA PUBLIC UTILITIES COMPANY 401 South Dixie Highway West Palm Beach, Florida NOTICE OF ANNUAL MEETING OF STOCKHOLDERS FLORIDA PUBLIC UTILITIES COMPANY 401 South Dixie Highway West Palm Beach, Florida 33401 NOTICE OF ANNUAL MEETING OF STOCKHOLDERS To the Common Stockholders of FLORIDA PUBLIC UTILITIES COMPANY: To Be Held

More information

NOTICE OF ANNUAL MEETING OF SHAREHOLDERS TO BE HELD ON FEBRUARY 10, 2015

NOTICE OF ANNUAL MEETING OF SHAREHOLDERS TO BE HELD ON FEBRUARY 10, 2015 NOTICE OF ANNUAL MEETING OF SHAREHOLDERS TO BE HELD ON FEBRUARY 10, 2015 NOTICE IS HEREBY given that the annual meeting of shareholders (the Meeting ) of Tanker Investments Ltd., a Marshall Islands corporation

More information

Navigator Holdings Ltd.

Navigator Holdings Ltd. Navigator Holdings Ltd. TO THE SHAREHOLDERS OF NAVIGATOR HOLDINGS LTD. July 19, 2017 Enclosed is a Notice of the 2017 Annual General Meeting of Shareholders (the Meeting ) of Navigator Holdings Ltd. (the

More information

PB Financial Corporation 450 N. Winstead Avenue Rocky Mount, North Carolina 27804

PB Financial Corporation 450 N. Winstead Avenue Rocky Mount, North Carolina 27804 PB Financial Corporation 450 N. Winstead Avenue Rocky Mount, North Carolina 27804 NOTICE OF ANNUAL MEETING OF SHAREHOLDERS To Be Held June 28, To the Shareholders of PB Financial Corporation: The Annual

More information

PPG INDUSTRIES, INC. CORPORATE GOVERNANCE GUIDELINES OF THE BOARD OF DIRECTORS

PPG INDUSTRIES, INC. CORPORATE GOVERNANCE GUIDELINES OF THE BOARD OF DIRECTORS Last revised effective September 1, 2015 PPG INDUSTRIES, INC. CORPORATE GOVERNANCE GUIDELINES OF THE BOARD OF DIRECTORS PPG Industries, Inc. s Board of Directors has adopted the following corporate governance

More information

SOLERA NATIONAL BANCORP, INC. 319 S. Sheridan Blvd. Lakewood, Colorado (303)

SOLERA NATIONAL BANCORP, INC. 319 S. Sheridan Blvd. Lakewood, Colorado (303) SOLERA NATIONAL BANCORP, INC. 319 S. Sheridan Blvd. Lakewood, Colorado 80226 (303) 209-8600 Dear Shareholder: May 19, 2017 You are cordially invited to attend the 2017 annual meeting of shareholders of

More information

VAREX IMAGING CORPORATION COMPENSATION AND MANAGEMENT DEVELOPMENT COMMITTEE CHARTER. (As amended, effective August 25, 2017)

VAREX IMAGING CORPORATION COMPENSATION AND MANAGEMENT DEVELOPMENT COMMITTEE CHARTER. (As amended, effective August 25, 2017) VAREX IMAGING CORPORATION COMPENSATION AND MANAGEMENT DEVELOPMENT COMMITTEE CHARTER (As amended, effective August 25, 2017) The Board of Directors (the Board ) of Varex Imaging Corporation (the Company

More information

SCHEDULE 14A INFORMATION. Pilgrim Bancshares, Inc. (Name of Registrant as Specified In Its Charter) (Name of Person(s) Filing Proxy Statement)

SCHEDULE 14A INFORMATION. Pilgrim Bancshares, Inc. (Name of Registrant as Specified In Its Charter) (Name of Person(s) Filing Proxy Statement) SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant Filed by a Party other than the Registrant Check the appropriate box: Preliminary

More information

BYLAWS OF WESTERN AGCREDIT, ACA... 3 ARTICLE I - PREAMBLE In General Lending Authorities Relationship with PCA and FLCA...

BYLAWS OF WESTERN AGCREDIT, ACA... 3 ARTICLE I - PREAMBLE In General Lending Authorities Relationship with PCA and FLCA... BYLAWS OF WESTERN AGCREDIT, ACA... 3 ARTICLE I - PREAMBLE... 3 100 In General... 3 110 Lending Authorities... 3 120 Relationship with PCA and FLCA... 3 130 Adoption... 4 ARTICLE II -- MEMBERSHIP... 4 200

More information

CAESARS ENTERTAINMENT CORPORATION COMPENSATION & MANAGEMENT DEVELOPMENT COMMITTEE CHARTER

CAESARS ENTERTAINMENT CORPORATION COMPENSATION & MANAGEMENT DEVELOPMENT COMMITTEE CHARTER CAESARS ENTERTAINMENT CORPORATION COMPENSATION & MANAGEMENT DEVELOPMENT COMMITTEE CHARTER (Effective as of November 27, 2017, as amended as of December 6, 2018) Purpose The Compensation & Management Development

More information

CST BRANDS, INC. CORPORATE GOVERNANCE GUIDELINES

CST BRANDS, INC. CORPORATE GOVERNANCE GUIDELINES CST BRANDS, INC. CORPORATE GOVERNANCE GUIDELINES The following guidelines have been adopted by the Board of Directors (the Board ) of CST Brands, Inc. ( CST or the Company ) to establish ethical governance

More information

ARTICLES OF ASSOCIATION TEVA PHARMACEUTICAL INDUSTRIES LIMITED

ARTICLES OF ASSOCIATION TEVA PHARMACEUTICAL INDUSTRIES LIMITED Translated from the Hebrew ARTICLES OF ASSOCIATION of TEVA PHARMACEUTICAL INDUSTRIES LIMITED A Limited Liability Company Updated on December 17, 2018 Translated from the Hebrew TABLE OF CONTENTS A. INTRODUCTION...

More information

Articles of Incorporation of Cathay United Bank

Articles of Incorporation of Cathay United Bank Article 1: Article 2: Article 3: Article 4: Article 5: Article 6: Article 7: Article 8: Articles of Incorporation of Cathay United Bank Chapter 1 General Provisions The Bank has been incorporated in accordance

More information

BY-LAWS OF EDEN PRAIRIE GIRLS BASKETBALL ASSOCIATION ARTICLE I NAME AND LOCATION

BY-LAWS OF EDEN PRAIRIE GIRLS BASKETBALL ASSOCIATION ARTICLE I NAME AND LOCATION BY-LAWS OF EDEN PRAIRIE GIRLS BASKETBALL ASSOCIATION ARTICLE I NAME AND LOCATION Section 1.01. Name. The name of the corporation shall be Eden Prairie Girls Basketball Association (the Association). The

More information

COMMUNITY TRANSPORTATION ASSOCIATION OF AMERICA INC. BYLAWS:

COMMUNITY TRANSPORTATION ASSOCIATION OF AMERICA INC. BYLAWS: COMMUNITY TRANSPORTATION ASSOCIATION OF AMERICA INC. BYLAWS: ARTICLE 1 Name The name of the corporation (hereinafter called "the Association") shall be the "Community Transportation Association of America."

More information

GLOBUS MARITIME LIMITED TO THE SHAREHOLDERS OF GLOBUS MARITIME LIMITED

GLOBUS MARITIME LIMITED TO THE SHAREHOLDERS OF GLOBUS MARITIME LIMITED GLOBUS MARITIME LIMITED August 4, 2015 TO THE SHAREHOLDERS OF GLOBUS MARITIME LIMITED Enclosed is a Notice of Annual Meeting of Shareholders (the Meeting ) of Globus Maritime Limited (the Company ), which

More information

BARNES GROUP INC. CORPORATE GOVERNANCE GUIDELINES

BARNES GROUP INC. CORPORATE GOVERNANCE GUIDELINES BARNES GROUP INC. CORPORATE GOVERNANCE GUIDELINES The following Corporate Governance Guidelines (the Guidelines ) have been adopted by the Board of Directors (the Board ) of Barnes Group Inc. (the Company

More information

FIRST VISION FINANCIAL, INC North Jackson Street Tullahoma, Tennessee 37388

FIRST VISION FINANCIAL, INC North Jackson Street Tullahoma, Tennessee 37388 FIRST VISION FINANCIAL, INC. 1401 North Jackson Street Tullahoma, Tennessee 37388 A LETTER TO OUR SHAREHOLDERS THE 2018 ANNUAL MEETING Dear Shareholder: April 2, 2018 You are cordially invited to attend

More information

SGL CARBON Aktiengesellschaft

SGL CARBON Aktiengesellschaft Courtesy Translation SGL CARBON Aktiengesellschaft ARTICLES OF INCORPORATION SECTION I GENERAL REGULATIONS Article 1 Name and Registered Office of the Corporation 1. The name of the Corporation is SGL

More information

MONTANA NONPROFIT ASSOCIATION, INC. A Montana Nonprofit Public Benefit Corporation BYLAWS ARTICLE I NAME

MONTANA NONPROFIT ASSOCIATION, INC. A Montana Nonprofit Public Benefit Corporation BYLAWS ARTICLE I NAME MONTANA NONPROFIT ASSOCIATION, INC A Montana Nonprofit Public Benefit Corporation BYLAWS ARTICLE I NAME 1.01 Name. The name of this Corporation shall be Montana Nonprofit Association, Inc. The business

More information

EDUCATIONAL FOUNDATION AMENDED AND RESTATED BYLAWS

EDUCATIONAL FOUNDATION AMENDED AND RESTATED BYLAWS EDUCATIONAL FOUNDATION AMENDED AND RESTATED BYLAWS As amended May 7, 2015 ARTICLE I Mission, Relationship to the University, Legal Status, Purpose, Activities The mission of The University of South Carolina

More information

ALTIGEN COMMUNICATIONS, INC. Notice of Annual Meeting of Stockholders To Be Held on June 29, 2017

ALTIGEN COMMUNICATIONS, INC. Notice of Annual Meeting of Stockholders To Be Held on June 29, 2017 ALTIGEN COMMUNICATIONS, INC. Notice of Annual Meeting of Stockholders To Be Held on June 29, 2017 To Our Stockholders: NOTICE IS HEREBY GIVEN that the 2017 Annual Meeting of Stockholders (the Annual Meeting

More information

PROXY STATEMENT DISCLOSURE CONTROLS 1

PROXY STATEMENT DISCLOSURE CONTROLS 1 PROXY STATEMENT DISCLOSURE CONTROLS 1 Form Item Item 1. Date, Time and Place Information (Rule 14a-5(e)(1); 14a-8) (Rule 14a-5(e)(2); 14a-4(c)(1)) Item 2. Revocability of Proxy Item 4. Persons Making the

More information

As a nonprofit public benefit corporation under California law, the Museum is governed in part by Bylaws that spell out responsibilities and the

As a nonprofit public benefit corporation under California law, the Museum is governed in part by Bylaws that spell out responsibilities and the As a nonprofit public benefit corporation under California law, the Museum is governed in part by Bylaws that spell out responsibilities and the steps required to make basic decisions on how the organization

More information

CORPORATE GOVERNANCE GUIDELINES (Last amended by the Board of Directors on November 15, 2017)

CORPORATE GOVERNANCE GUIDELINES (Last amended by the Board of Directors on November 15, 2017) Corporate Governance Mission CORPORATE GOVERNANCE GUIDELINES (Last amended by the Board of Directors on November 15, 2017) The Board of Directors (the Board ) of Primerica, Inc. (the Company ) is committed

More information

PROPHOTONIX LIMITED 13 Red Roof Lane, Suite 200 Salem, New Hampshire 03079

PROPHOTONIX LIMITED 13 Red Roof Lane, Suite 200 Salem, New Hampshire 03079 PROPHOTONIX LIMITED 13 Red Roof Lane, Suite 200 Salem, New Hampshire 03079 April 9, 2019 Dear ProPhotonix Stockholders: You are cordially invited to attend the 2019 Annual Meeting of Stockholders of ProPhotonix

More information

BY-LAWS OF WINTER GUARD INTERNATIONAL, INC. (An Ohio Non-Profit Corporation) DEFINITION OF CERTAIN TERMS

BY-LAWS OF WINTER GUARD INTERNATIONAL, INC. (An Ohio Non-Profit Corporation) DEFINITION OF CERTAIN TERMS BY-LAWS OF WINTER GUARD INTERNATIONAL, INC. (An Ohio Non-Profit Corporation) INTRODUCTION Winter Guard International, Inc. (Sometimes referred to as Winter Guard International, WGI, the Corporation, the

More information

ILLUMINA, INC. Corporate Governance Guidelines

ILLUMINA, INC. Corporate Governance Guidelines ILLUMINA, INC. Corporate Governance Guidelines The Board of Directors (the Board ) of Illumina, Inc. (the Company ) has adopted the following Corporate Governance Guidelines (the Guidelines ) to assist

More information

BOSTON SCIENTIFIC CORPORATION CORPORATE GOVERNANCE GUIDELINES

BOSTON SCIENTIFIC CORPORATION CORPORATE GOVERNANCE GUIDELINES BOSTON SCIENTIFIC CORPORATION CORPORATE GOVERNANCE GUIDELINES The Board of Directors of the Company (the Board ) has adopted these guidelines to reflect the Company s commitment to good corporate governance,

More information

BYLAWS OF THE NORTHERN ARIZONA UNIVERSITY ALUMNI ASSOCIATION. Revised: April 25, 2009

BYLAWS OF THE NORTHERN ARIZONA UNIVERSITY ALUMNI ASSOCIATION. Revised: April 25, 2009 BYLAWS OF THE NORTHERN ARIZONA UNIVERSITY ALUMNI ASSOCIATION 1 PREAMBLE We, the elected representatives of the graduates and former students of Northern Arizona University, believing that the ties of friendship

More information

On behalf of your Board of Directors, we look forward to your participation.

On behalf of your Board of Directors, we look forward to your participation. September 25, 2018 Members of the McKenzie Towne Council McKenzie Towne, Calgary, Alberta Dear Residents of McKenzie Towne: RE: Notice of Annual General Meeting 7:00 PM, Wednesday, October 24, 2018 McKenzie

More information

Verisk Analytics, Inc. A Delaware corporation (the Company ) Corporate Governance Guidelines Amended and Restated March 11, 2016

Verisk Analytics, Inc. A Delaware corporation (the Company ) Corporate Governance Guidelines Amended and Restated March 11, 2016 Verisk Analytics, Inc. A Delaware corporation (the Company ) Corporate Governance Guidelines Amended and Restated March 11, 2016 1. Size and Composition of the Board and Board Membership Criteria; Director

More information

The annual meeting will also transact such other business as may properly be brought before it or any adjournment thereof.

The annual meeting will also transact such other business as may properly be brought before it or any adjournment thereof. March 13, 2015 Dear Shareholder: You are cordially invited to attend the 2015 annual meeting of shareholders of Nord Anglia Education, Inc. to be held on April 14, 2015, at 10:00 A.M. Hong Kong time, at

More information

Indian Creek Park Estates Homes Association BYLAWS. Version 4.0 November 2017 Revision

Indian Creek Park Estates Homes Association BYLAWS. Version 4.0 November 2017 Revision Indian Creek Park Estates Homes Association BYLAWS Version 4.0 November 2017 Revision THIS PAGE INTENTIONALLY LEFT BLANK November 2017 Revision Page 2 of 10 Definition of Terms No. Term Definition 1 Association

More information

CORPORATE GOVERNANCE PRINCIPLES AND POLICIES

CORPORATE GOVERNANCE PRINCIPLES AND POLICIES Amended and Restated as of 02.02.16 CORPORATE GOVERNANCE PRINCIPLES AND POLICIES A. The Role of the Board of Directors 1. Direct the Affairs of Activision Blizzard, Inc. (the Company ) for the Benefit

More information

BYLAWS NATIONAL ASSOCIATION OF CHARITABLE GIFT PLANNERS, INC. ARTICLE I. Membership

BYLAWS NATIONAL ASSOCIATION OF CHARITABLE GIFT PLANNERS, INC. ARTICLE I. Membership BYLAWS OF NATIONAL ASSOCIATION OF CHARITABLE GIFT PLANNERS, INC. ARTICLE I Membership Section 1.1. Membership Classes. Membership in the National Association of Charitable Gift Planners, Inc. (the Corporation

More information

Amended and Restated Bylaws of Computer Programs and Systems, Inc.

Amended and Restated Bylaws of Computer Programs and Systems, Inc. As amended October 28, 2013 ARTICLE I MEETINGS OF STOCKHOLDERS Section 1.1. Place of Meetings. Except as otherwise provided in the Certificate of Incorporation, as may be amended from time to time (the

More information

THE BANK OF NOVA SCOTIA. Corporate Governance Policies

THE BANK OF NOVA SCOTIA. Corporate Governance Policies Corporate Governance Policies June 2017 PAGE 1 Introduction Corporate governance refers to the oversight mechanisms and the way in which The Bank of Nova Scotia (the Bank ) is governed. The Board of Directors

More information

SAMPLE: BYLAWS OF DUPAGE HEALTH COALITION

SAMPLE: BYLAWS OF DUPAGE HEALTH COALITION SAMPLE: BYLAWS OF DUPAGE HEALTH COALITION RETURN TO TOC Name The name of the organization is DuPage Health Coalition. Purpose The purpose of the DuPage Health Coalition (hereinafter referred to as the

More information

AMENDED AND RESTATED BYLAWS KENNESAW STATE UNIVERSITY FOUNDATION, INC. A Georgia Non-Profit Corporation

AMENDED AND RESTATED BYLAWS KENNESAW STATE UNIVERSITY FOUNDATION, INC. A Georgia Non-Profit Corporation AMENDED AND RESTATED BYLAWS OF KENNESAW STATE UNIVERSITY FOUNDATION, INC. A Georgia Non-Profit Corporation Adopted effective as of September 17, 2016 AMENDED AND RESTATED BYLAWS OF KENNESAW STATE UNIVERSITY

More information

MALIN CORPORATION PLC

MALIN CORPORATION PLC THIS DOCUMENT IS IMPORTANT AND REQUIRES YOUR IMMEDIATE ATTENTION. If you are in any doubt about the action you should take, you are recommended to immediately consult your stockbroker, bank manager, solicitor,

More information

PROPHOTONIX LIMITED 13 Red Roof Lane, Suite 200 Salem, New Hampshire 03079

PROPHOTONIX LIMITED 13 Red Roof Lane, Suite 200 Salem, New Hampshire 03079 PROPHOTONIX LIMITED 13 Red Roof Lane, Suite 200 Salem, New Hampshire 03079 April 5, 2018 Dear ProPhotonix Stockholders: You are cordially invited to attend the 2018 Annual Meeting of Stockholders of ProPhotonix

More information

LHC GROUP, INC. 901 Hugh Wallis Road South Lafayette, Louisiana 70508

LHC GROUP, INC. 901 Hugh Wallis Road South Lafayette, Louisiana 70508 To Our Stockholders: LHC GROUP, INC. 901 Hugh Wallis Road South Lafayette, Louisiana 70508 You are cordially invited to attend the 2017 Annual Meeting of Stockholders of LHC Group, Inc. to be held on Thursday,

More information

TO THE SHAREHOLDERS OF TOP SHIPS INC.

TO THE SHAREHOLDERS OF TOP SHIPS INC. September 9, 2016 TO THE SHAREHOLDERS OF TOP SHIPS INC. Enclosed is a Notice of the 2016 Annual Meeting of Shareholders (the "Meeting") of TOP Ships Inc. (the "Company"), which will be held at the offices

More information

RALPH LAUREN CORPORATION CORPORATE GOVERNANCE POLICIES OF THE BOARD OF DIRECTORS. (As Amended as of February 7, 2018)

RALPH LAUREN CORPORATION CORPORATE GOVERNANCE POLICIES OF THE BOARD OF DIRECTORS. (As Amended as of February 7, 2018) RALPH LAUREN CORPORATION CORPORATE GOVERNANCE POLICIES OF THE BOARD OF DIRECTORS (As Amended as of February 7, 2018) The following principles have been approved by the Board of Directors of Ralph Lauren

More information

CHARTER OF THE COMPENSATION COMMITTEE OF THE BOARD OF DIRECTORS OF LOXO ONCOLOGY, INC. As adopted July 18, 2014

CHARTER OF THE COMPENSATION COMMITTEE OF THE BOARD OF DIRECTORS OF LOXO ONCOLOGY, INC. As adopted July 18, 2014 CHARTER OF THE COMPENSATION COMMITTEE OF THE BOARD OF DIRECTORS OF LOXO ONCOLOGY, INC. As adopted July 18, 2014 I. PURPOSE The Compensation Committee (the Committee ) of the Board of Directors (the Board

More information

April 17, appointmen Our Board in the Proxy. Meeting. Sincerely,

April 17, appointmen Our Board in the Proxy. Meeting. Sincerely, April 17, 2017 SENECA-CAYUGAA BANCORP, INC. Dear Shareholder: We cordially invite you to attend the Annual Meeting of Shareholders of Seneca-Cayuga Bancorp, Inc., the parent company of Generations Bank.

More information

STATELINE CHAMBER OF COMMERCE - BYLAWS ARTICLE I - Declaration Section 1. Name. This organization is incorporated under the State laws of Illinois

STATELINE CHAMBER OF COMMERCE - BYLAWS ARTICLE I - Declaration Section 1. Name. This organization is incorporated under the State laws of Illinois STATELINE CHAMBER OF COMMERCE - BYLAWS ARTICLE I - Declaration Section 1. Name. This organization is incorporated under the State laws of Illinois and shall be known as the Stateline Chamber of Commerce

More information

HKN, INC. 180 State Street, Suite 200 Southlake, Texas NOTICE OF ANNUAL MEETING OF STOCKHOLDERS to be held June 12, 2009

HKN, INC. 180 State Street, Suite 200 Southlake, Texas NOTICE OF ANNUAL MEETING OF STOCKHOLDERS to be held June 12, 2009 HKN, INC. 180 State Street, Suite 200 Southlake, Texas 76092 NOTICE OF ANNUAL MEETING OF STOCKHOLDERS to be held June 12, 2009 Notice is hereby given that the Annual Meeting of Stockholders (the Annual

More information

ALLERGAN PLC COMPENSATION COMMITTEE OF THE BOARD OF DIRECTORS CHARTER

ALLERGAN PLC COMPENSATION COMMITTEE OF THE BOARD OF DIRECTORS CHARTER ALLERGAN PLC COMPENSATION COMMITTEE OF THE BOARD OF DIRECTORS CHARTER I. Statement of Purpose The Compensation Committee (the Committee ) is a standing committee of the Board of Directors (the Board )

More information

CORPORATE GOVERNANCE GUIDELINES As Amended and Restated by the Board of Directors May 18, 2010

CORPORATE GOVERNANCE GUIDELINES As Amended and Restated by the Board of Directors May 18, 2010 CORPORATE GOVERNANCE GUIDELINES As Amended and Restated by the Board of Directors May 18, 2010 Role and Functions of the Board of Directors The role of the Board of Directors (the Board ) of Anadarko Petroleum

More information

AMENDED AND RESTATED BY-LAWS AETNA INC. (a Pennsylvania business corporation) Article 1. MEETINGS OF SHAREHOLDERS

AMENDED AND RESTATED BY-LAWS AETNA INC. (a Pennsylvania business corporation) Article 1. MEETINGS OF SHAREHOLDERS AMENDED AND RESTATED BY-LAWS of AETNA INC. (a Pennsylvania business corporation) Article 1. MEETINGS OF SHAREHOLDERS Section 1.01 Place of Meetings. Meetings of shareholders of the Corporation shall be

More information

BYLAWS OF THE SOUTH PLAINS COLLEGE FOUNDATION. ARTICLE I Name, Office, and Status as Qualified Charitable Organization

BYLAWS OF THE SOUTH PLAINS COLLEGE FOUNDATION. ARTICLE I Name, Office, and Status as Qualified Charitable Organization BYLAWS OF THE SOUTH PLAINS COLLEGE FOUNDATION ARTICLE I Name, Office, and Status as Qualified Charitable Organization Section 1.1 Name. The Name of the Corporation is The South Plains College Foundation,

More information

Nucor Corporation Corporate Governance Principles February 20, 2018

Nucor Corporation Corporate Governance Principles February 20, 2018 Nucor Corporation Corporate Governance Principles February 20, 2018 The following Corporate Governance Principles (the Principles ) have been adopted by the Board of Directors (the Board ) of Nucor Corporation

More information

EAST VALLEY YOUTH BASEBALL & SOFTBALL BY-LAWS (Adopted and Approved for the 2015/2016 seasons)

EAST VALLEY YOUTH BASEBALL & SOFTBALL BY-LAWS (Adopted and Approved for the 2015/2016 seasons) EAST VALLEY YOUTH BASEBALL & SOFTBALL BY-LAWS (Adopted and Approved for the 2015/2016 seasons) ARTICLE I - - NAME This non-profit corporation shall be known as EAST VALLEY YOUTH BASEBALL & SOFTBALL, INC.

More information

AUDENTES THERAPEUTICS, INC. CHARTER OF THE COMPENSATION COMMITTEE OF THE BOARD OF DIRECTORS As adopted July 20, 2016

AUDENTES THERAPEUTICS, INC. CHARTER OF THE COMPENSATION COMMITTEE OF THE BOARD OF DIRECTORS As adopted July 20, 2016 AUDENTES THERAPEUTICS, INC. CHARTER OF THE COMPENSATION COMMITTEE OF THE BOARD OF DIRECTORS As adopted July 20, 2016 I. PURPOSE The purpose of the Compensation Committee (the Committee ) of the Board of

More information

AT HOME GROUP INC. COMPENSATION COMMITTEE OF THE BOARD OF DIRECTORS CHARTER. (Amended and Restated as of August 3, 2016)

AT HOME GROUP INC. COMPENSATION COMMITTEE OF THE BOARD OF DIRECTORS CHARTER. (Amended and Restated as of August 3, 2016) I. PURPOSE AT HOME GROUP INC. COMPENSATION COMMITTEE OF THE BOARD OF DIRECTORS CHARTER (Amended and Restated as of August 3, 2016) The Compensation Committee (the Compensation Committee ) is appointed

More information

BYLAWS OF SOLANO ASSOCIATION OF REALTORS FOUNDATION, A California Nonprofit Public Benefit Corporation

BYLAWS OF SOLANO ASSOCIATION OF REALTORS FOUNDATION, A California Nonprofit Public Benefit Corporation BYLAWS OF SOLANO ASSOCIATION OF REALTORS FOUNDATION, A California Nonprofit Public Benefit Corporation BYLAWS OF SOLANO ASSOCIATION OF REALTORS FOUNDATION, A California Nonprofit Public Benefit Corporation

More information

UPPER KANAWHA VALLEY ECONOMIC DEVELOPMENT CORPORATION BYLAWS ARTICLE I

UPPER KANAWHA VALLEY ECONOMIC DEVELOPMENT CORPORATION BYLAWS ARTICLE I UPPER KANAWHA VALLEY ECONOMIC DEVELOPMENT CORPORATION BYLAWS ARTICLE I Section 1: Name: The name of this corporation shall be Upper Kanawha Valley Economic Development Corporation. Section 2: Purpose:

More information

SOCIETIES ACT CFA SOCIETY VANCOUVER BYLAWS Amended and Restated July 12, 2018 BYLAWS

SOCIETIES ACT CFA SOCIETY VANCOUVER BYLAWS Amended and Restated July 12, 2018 BYLAWS SOCIETIES ACT CFA SOCIETY VANCOUVER BYLAWS Amended and Restated July 12, 2018 BYLAWS Bylaws relating generally to the conduct of the affairs of CFA Society Vancouver. ARTICLE 1 - INTERPRETATION 1.1 Definitions.

More information

MARYLAND CHAPTER OF THE FEDERAL BAR ASSOCIATION, INC. BYLAWS ARTICLE 1 NAME AND NATURE OF ORGANIZATION

MARYLAND CHAPTER OF THE FEDERAL BAR ASSOCIATION, INC. BYLAWS ARTICLE 1 NAME AND NATURE OF ORGANIZATION MARYLAND CHAPTER OF THE FEDERAL BAR ASSOCIATION, INC. BYLAWS ARTICLE 1 NAME AND NATURE OF ORGANIZATION Section 1. Name. The name of this organization is the Maryland Chapter of the Federal Bar Association,

More information

CNB CORPORATION 303 North Main Street Cheboygan, Michigan April 18, 2014

CNB CORPORATION 303 North Main Street Cheboygan, Michigan April 18, 2014 CNB CORPORATION 303 North Main Street Cheboygan, Michigan 49721 April 18, 2014 Dear Shareholder: You are cordially invited to attend the annual meeting of CNB Corporation to be held at the Knights of Columbus

More information

March 26, Heartland Farm Mutual Inc. Dear Mutual Policyholder:

March 26, Heartland Farm Mutual Inc. Dear Mutual Policyholder: March 26, 2019 Heartland Farm Mutual Inc. Dear Mutual Policyholder: The Annual Meeting of Heartland Farm Mutual Inc. is being held on Thursday May 2, 2019 at the Inn of Waterloo Strauss Salon A, 475 King

More information

BYLAWS. ARTICLE I Name. The name of the corporation shall be Arkansas Literacy Councils, Inc., (hereinafter referred to as ALC or the Corporation ).

BYLAWS. ARTICLE I Name. The name of the corporation shall be Arkansas Literacy Councils, Inc., (hereinafter referred to as ALC or the Corporation ). BYLAWS ARTICLE I Name The name of the corporation shall be Arkansas Literacy Councils, Inc., (hereinafter referred to as ALC or the Corporation ). The period of existence of the Corporation shall be perpetual.

More information

AMENDED AND RESTATED BYLAWS OF WEST VIRGINIA STATE UNIVERSITY FOUNDATION, INC. (Adopted April 4, 2014) ARTICLE I NAME AND OFFICES

AMENDED AND RESTATED BYLAWS OF WEST VIRGINIA STATE UNIVERSITY FOUNDATION, INC. (Adopted April 4, 2014) ARTICLE I NAME AND OFFICES AMENDED AND RESTATED BYLAWS OF WEST VIRGINIA STATE UNIVERSITY FOUNDATION, INC. (Adopted April 4, 2014) ARTICLE I NAME AND OFFICES 1.1 Name. The name of the corporation is The West Virginia State University

More information

BYLAWS SANTA MONICA HIGH SCHOOL ATHLETIC BOOSTER CLUB ARTICLE I NAME & LEGAL STRUCTURE

BYLAWS SANTA MONICA HIGH SCHOOL ATHLETIC BOOSTER CLUB ARTICLE I NAME & LEGAL STRUCTURE BYLAWS SANTA MONICA HIGH SCHOOL ATHLETIC BOOSTER CLUB ARTICLE I NAME & LEGAL STRUCTURE Section 1.01: The name of this organization is the Santa Monica High School Athletic Booster Club (SMHS ABC) also

More information

First Vision BANK. March 25, Dear Valued Shareholder,

First Vision BANK. March 25, Dear Valued Shareholder, March 25, 2019 ~~ First Vision BANK Dear Valued Shareholder, The annual shareholders meeting of First Vision Financial, Inc. is planned for Thursday, April 25, 2019, at 5:30 p.m., at the Tullahoma Office,

More information

BRISTOL-MYERS SQUIBB COMPANY BYLAWS. As Adopted on November 1, 1965

BRISTOL-MYERS SQUIBB COMPANY BYLAWS. As Adopted on November 1, 1965 BRISTOL-MYERS SQUIBB COMPANY BYLAWS As Adopted on November 1, 1965 And as Amended to November 2, 2016 I N D E X No. SUBJECT Page 1. Principal Office... 1 2. Other Offices... 1 3. Seal... 1 4. Meetings

More information

TRIUMPH GROUP, INC. CORPORATE GOVERNANCE GUIDELINES

TRIUMPH GROUP, INC. CORPORATE GOVERNANCE GUIDELINES TRIUMPH GROUP, INC. CORPORATE GOVERNANCE GUIDELINES A. Responsibility of the Board of Directors The primary mission of the Board of Directors is to advance the interests of our stockholders by creating

More information

Board of Directors Candidate Information

Board of Directors Candidate Information Board of Directors Candidate Information For the purpose of answering questions regarding responsibilities and roles expected of the U.S. Bobsled & Skeleton Federation Board of Directors for interested

More information

The By-laws of the IETS Foundation Approved August 12, 1989 and amended January 16, 1991.

The By-laws of the IETS Foundation Approved August 12, 1989 and amended January 16, 1991. The By-laws of the IETS Foundation Approved August 12, 1989 and amended January 16, 1991. Article 1: Purpose International Embryo Transfer Society Foundation is organized exclusively for charitable, scientific

More information

INCORPORATED UNDER THE MISSOURI NONPROFIT CORPORATION ACT BYLAWS OF MOBIUS ADOPTED JULY 1, 2010

INCORPORATED UNDER THE MISSOURI NONPROFIT CORPORATION ACT BYLAWS OF MOBIUS ADOPTED JULY 1, 2010 INCORPORATED UNDER THE MISSOURI NONPROFIT CORPORATION ACT BYLAWS OF MOBIUS ADOPTED JULY 1, 2010 Amended March 4, 2011; November 2, 2012; October 24, 2014 TABLE OF CONTENTS ARTICLE I: LOCATION AND OFFICES...

More information

Notice of Annual Meeting of Members

Notice of Annual Meeting of Members WEST VIRGINIA MUTUAL INSURANCE COMPANY 500 Virginia Street, East Suite 1200 Charleston, West Virginia 25301 Notice of Annual Meeting of Members TIME.................................. 10:00 a.m. on May

More information

Cincinnati Financial Corporation Board of Directors Corporate Governance Guidelines

Cincinnati Financial Corporation Board of Directors Corporate Governance Guidelines Cincinnati Financial Corporation Board of Directors Corporate Governance Guidelines Effective April 24, 2004 Amended and Re-approved January 27, 2017 Mission The board of directors encourages, facilitates

More information

OSSEN INNOVATION CO., LTD. 518 Shangcheng Road, Floor 17 Shanghai, People s Republic of China. PROXY STATEMENT ANNUAL MEETING OF SHAREHOLDERS

OSSEN INNOVATION CO., LTD. 518 Shangcheng Road, Floor 17 Shanghai, People s Republic of China. PROXY STATEMENT ANNUAL MEETING OF SHAREHOLDERS OSSEN INNOVATION CO., LTD. 518 Shangcheng Road, Floor 17 Shanghai, 200120 People s Republic of China. PROXY STATEMENT ANNUAL MEETING OF SHAREHOLDERS This Proxy Statement is furnished in connection with

More information

CHARTER OF THE COMPENSATION AND TALENT COMMITTEE OF THE BOARD OF DIRECTORS OF CASTLIGHT HEALTH, INC. As adopted March 19, 2014

CHARTER OF THE COMPENSATION AND TALENT COMMITTEE OF THE BOARD OF DIRECTORS OF CASTLIGHT HEALTH, INC. As adopted March 19, 2014 I. PURPOSE CHARTER OF THE COMPENSATION AND TALENT COMMITTEE OF THE BOARD OF DIRECTORS OF CASTLIGHT HEALTH, INC. As adopted March 19, 2014 The Compensation and Talent Committee (the Committee ) of the Board

More information

BY-LAWS. (Amendments are denoted by Footnote) ver ARTICLE I NAME - OFFICE

BY-LAWS. (Amendments are denoted by Footnote) ver ARTICLE I NAME - OFFICE BY-LAWS OF TEXAS LIONS CAMP, INC. (Amendments are denoted by Footnote) ver. 20191 ARTICLE I NAME - OFFICE Section 1. Name. The name of this corporation (hereinafter referred to in these By-Laws as the

More information

I. PURPOSE MEMBERSHIP

I. PURPOSE MEMBERSHIP CHARTER OF THE LEADERSHIP DEVELOPMENT AND COMPENSATION COMMITTEE OF THE BOARD OF DIRECTORS OF SERVICENOW, INC. Effective as of June 28, 2012 and as amended on January 29, 2013, July 30, 2013, January 27,

More information

BYLAWS OF ALLEN ORCHESTRA BOOSTER CLUB A TEXAS NONPROFIT CORPORATION ARTICLE I NAME, PURPOSE AND POWERS. Name

BYLAWS OF ALLEN ORCHESTRA BOOSTER CLUB A TEXAS NONPROFIT CORPORATION ARTICLE I NAME, PURPOSE AND POWERS. Name BYLAWS OF ALLEN ORCHESTRA BOOSTER CLUB A TEXAS NONPROFIT CORPORATION ARTICLE I NAME, PURPOSE AND POWERS Name 1.01 The name of the corporation is the Allen Orchestra Booster Club. Purpose 1.02 The purposes

More information

BYLAWS OF ST. JOSEPH FOOD COOPERATIVE Adopted February 2011

BYLAWS OF ST. JOSEPH FOOD COOPERATIVE Adopted February 2011 ARTICLE I. MEMBERSHIP Bylaws of St. Joseph Food Cooperative Adopted February 2011; Page 1 of 8 BYLAWS OF ST. JOSEPH FOOD COOPERATIVE Adopted February 2011 Section 1. Qualifications. Any person, cooperative,

More information

AMENDED AND RESTATED BYLAWS OF THE TRUSTEES OF THE STEVENS INSTITUTE OF TECHNOLOGY. Adopted: October 27, 2011 BACKGROUND

AMENDED AND RESTATED BYLAWS OF THE TRUSTEES OF THE STEVENS INSTITUTE OF TECHNOLOGY. Adopted: October 27, 2011 BACKGROUND AMENDED AND RESTATED BYLAWS OF THE TRUSTEES OF THE STEVENS INSTITUTE OF TECHNOLOGY Adopted: October 27, 2011 BACKGROUND WHEREAS, this corporation is a New Jersey nonprofit corporation having the name The

More information