Corporate Power; Authorized and Effective Agreement. Each of SBI and its Subsidiaries has full corporate power and authority to carry on its business as it is now being conducted and to own all its properties and assets. SBI has the corporate power and authority to execute, deliver and perform its obligations under this Agreement and to consummate the transactions contemplated hereby and Bank has the power and authority to consummate the Subsidiary Merger and the Agreement to Merge in accordance with the terms of this Agreement.
Corporate Power; Authorized and Effective Agreement. Each of FWB and its Subsidiaries has full corporate power and authority to carry on its business as it is now being conducted and to own all its properties and assets; FWB has the corporate power and authority to execute, deliver and perform its obligations under this Agreement and the Stock Option Agreement; and Bank has the corporate power and authority to consummate the Subsidiary Merger and the Agreement to Merge in accordance with the terms of this Agreement.
Corporate Power; Authorized and Effective Agreement. Each of Metropolitan and its Subsidiaries has full corporate power and authority to carry on its business as it is now being conducted and to own all its properties and assets. Metropolitan has the corporate power and authority to execute, deliver and perform its obligations under this Agreement. Bank has the corporate power and authority to consummate the Subsidiary Merger and the Agreement to Merge in accordance with the terms of this Agreement.
Corporate Power; Authorized and Effective Agreement. Each of Three Rivers and its Subsidiaries has full corporate power and authority to carry on its business as it is now being conducted and to own all its properties and assets. Three Rivers has the corporate power and authority to execute, deliver and perform its obligations under this Agreement. Bank has the corporate power and authority to consummate the Subsidiary Merger and the Agreement to Merge in accordance with the terms of this Agreement.
Corporate Power; Authorized and Effective Agreement. Each of MNB and its Subsidiaries has full corporate power and authority to carry on its business as it is now being conducted and to own all its properties and assets; MNB has the corporate power and authority to execute, deliver and perform its obligations under this Agreement and the Stock Option Agreement; and Bank has the corporate power and authority to consummate the Subsidiary Merger and the Agreement to Merge in accordance with the terms of this Agreement.
Corporate Power; Authorized and Effective Agreement. Each of Vision Bancshares and its Subsidiaries has full power and authority, corporate or otherwise, to carry on its business as it is now being conducted and to own all its properties and assets. Vision Bancshares has the corporate power and authority to execute, deliver and perform its obligations under this Agreement, including the execution and filing of the appropriate certificate of merger with the Ohio SOS and the appropriate articles of merger with the Alabama SOS, and consummate the transactions contemplated by this Agreement, subject to the required approval of this Agreement by the Vision Bancshares shareholders and the obtaining of appropriate approvals of Regulatory Authorities and Governmental Authorities.
Corporate Power; Authorized and Effective Agreement. Each of Belmont and its Subsidiaries has full corporate power and authority to carry on its business as it is now being conducted and to own all its properties and assets. Subject to the adoption of this Agreement by the holders of the requisite number of outstanding Belmont Common Shares entitled to vote on this Agreement (the “Required Belmont Vote”) and the approval of Regulatory Authorities, Belmont has the corporate power and authority to execute, deliver and perform its obligations under this Agreement and to consummate the transactions contemplated hereby and thereby, and, subject to approval by the board of directors of Bank and by Belmont as sole shareholder of Bank, Bank has the corporate power and authority to consummate the Subsidiary Merger as contemplated by Section 2.02.
Corporate Power; Authorized and Effective Agreement. Each of Futura and Champaign Bank has full corporate power and authority to carry on its business as it is now being conducted and to own all of its properties and assets. Subject to the adoption of this Agreement by the holders of the requisite number of outstanding Futura Common Shares entitled to vote thereon (“Futura Shareholder Adoption”) and the approval of this Agreement and the Merger by applicable federal and state banking authorities, Futura has the corporate power and authority to execute, deliver and perform its obligations under this Agreement, and Champaign Bank has the corporate power and authority to consummate the Subsidiary Merger in accordance with the terms of this Agreement.
Corporate Power; Authorized and Effective Agreement. Each of Main Street and its Subsidiaries has full corporate power and authority to carry on its business as it is now being conducted and to own all its properties and assets. Main Street has the corporate power and authority to execute, deliver and perform its obligations under this Agreement, including the execution and filing of the articles of merger with the Georgia Secretary of State, subject to receipt of the necessary shareholder and Regulatory Authority approvals. Bank has the corporate power and authority to consummate the Subsidiary Merger and the Agreement to Merge as contemplated by this Agreement, subject to receipt of the necessary Regulatory Authority approvals.
Corporate Power; Authorized and Effective Agreement. Each of Prospect and its Subsidiaries has full corporate power and authority to carry on its business as it is now being conducted and to own all its properties and assets. Subject to the adoption of this Agreement by the holders of the requisite number of outstanding Prospect Common Shares entitled to vote on this Agreement and the approval of Regulatory Authorities, Prospect has the corporate power and authority to execute, deliver and perform its obligations under this Agreement and to consummate the transactions contemplated hereby and thereby, and the Bank has the corporate power and authority to consummate the Subsidiary Merger as contemplated by Section 2.02.
