EXHIBIT 4.1
SUBSCRIPTION AGREEMENT
______________
COMMUNITY BANCSHARES, INC.
Ladies and Gentlemen:
The undersigned (individually and collectively, the "Subscriber"),
intending to be legally bound, hereby applies to Community Bancshares, Inc. (the
"Company") to purchase the number specified below of shares of the Company's
common stock, $.10 par value per share (the "Shares"), at $19.00 per Share (the
"Purchase Price"), in accordance with the terms and conditions of this
Subscription Agreement and the offer and sale of the Shares (the "Offering") as
described in the Company's Prospectus, dated ___________, 1998 (the "Final
Prospectus"), relating to the Offering.
1. Receipt of Prospectus. The Subscriber understands that this Subscription
shall be an indication of interest with respect to the purchase of Shares until
the delivery of a Final Prospectus to the Subscriber, at which time and upon
acceptance by the Company, this Subscription shall be a binding obligation of
the Subscriber to immediately purchase and pay for the Shares subscribed and
allocated to such Subscriber. The Subscriber may revoke his or her indication
of interest at any time by written notice to the Company requesting the return
of his or her Subscription Agreement, provided such notice is received by the
Company prior to acceptance by the Company.
2. Purchase for Subscriber's Account Only. The Subscriber represents, warrants
and covenants that this Subscription Agreement is offered, and purchase of the
Shares is solely, for the Subscriber's own account and for the person(s) in
whose name(s) such Shares are to be registered as set forth below.
3. Payment of Subscription. All Subscriptions shall be accompanied by a check
in full payment of all Shares subscribed. All checks in payment of
Subscriptions must represent good, collected funds and be for the full amount
subscribed, and shall be payable to "Community Bancshares, Inc." All Shares
subscribed and made available to the undersigned Subscriber by the Company must
be paid in full before the Company shall be obligated to issue Shares to the
Subscriber.
4. Delivery of Subscriptions. All Subscription Agreements and checks for
Shares subscribed shall be delivered by mail or in person to:
COMMUNITY BANCSHARES, INC.
00000 Xxxx Xxxxxx
P. O. Box 1000
BLOUNTSVILLE, ALABAMA 35031
ATTN: XXXXXX X. XXXXXX, XX.
5. Allocation of Shares. The Subscriber understands and agrees that if fewer
than all Shares subscribed for by the undersigned are accepted by the Company,
the excess subscription will be returned to the undersigned without interest.
The Subscriber understands and agrees that the Company has, in its sole
discretion, the right to allocate shares among Subscribers, and to accept or
reject subscriptions in whole or in part.
6. Tax Matters. All Subscribers must complete, date and sign the attached
Internal Revenue Service Form W-9 to avoid back-up withholding under the Federal
income tax laws.
7. Miscellaneous. The Subscriber warrants that all information supplied by the
Subscriber is accurate and complete, and shall constitute representations,
warranties and covenants which shall survive the execution, delivery and
acceptance of this Subscription Agreement and the issuance and delivery of
Shares to the Subscriber. When accepted by the Company after the delivery of a
Final Prospectus, this Subscription Agreement shall bind the Subscriber and his
or her successors and assigns, personal and legal representatives, and heirs to
pay for all Shares subscribed and allocated to such Subscriber. The Subscriber
may not assign or transfer this Subscription Agreement or any interest herein,
and, except as specifically provided in Section 1 hereof, this Subscription
Agreement may not be revoked by the Subscriber. The Subscriber hereby consents
to the release of any subscription information requested by the Superintendent
of Banks of the State of Alabama, the Department of Financial Institutions of
the State of Tennessee, the Board of Governors of the Federal Reserve System,
the Federal Deposit Insurance Corporation, or any other governmental or self-
regulatory authority having jurisdiction over the Company or its subsidiaries.
Headings used herein are for convenience of reference only and shall not be
considered in construing the terms of this Subscription Agreement. All
capitalized terms used herein shall have the same meaning as in the Final
Prospectus, unless otherwise defined. This Subscription Agreement shall be
governed by, and construed in accordance with, the laws of the State of Alabama.
8. Registration. Shares purchased by the undersigned shall be registered as
listed below. If certificates for Shares are to be issued in more than one
name, please specify whether ownership is to be as tenants in common, joint
tenants, etc. If certificates for Shares are to be issued in the name of one
person for the benefit of another, please indicate whether registration should
be as trustee or custodian for such person, and if as trustee, please provide
the full name and date of such trust.
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IN WITNESS WHEREOF, the undersigned, acting with full authority and
capacity, has executed, or caused to be executed, this Subscription Agreement.
FOR INDIVIDUALS:
Number of Shares subscribed at $19.00 per Share: ___________________________
(Minimum Subscription - 25 Shares ($475.00))
How Shares Are to be Registered:
(please print)
------------------------------
------------------------------
[ ] Individual [ ] Joint Tenants
[ ] Trustee [ ] Tenants in Common
[ ] Custodian [ ] Other
--------------------------------------------- ----------------------------------------------
Sign Here Sign Here
Date Date
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Name (Please print or type) Name (Please print or type)
--------------------------------------------- ----------------------------------------------
Residence Address Residence Address
--------------------------------------------- ----------------------------------------------
Mailing Address (if different) Mailing Address (if different)
--------------------------------------------- ----------------------------------------------
City and State Zip City and State Zip
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Home Telephone No. Home Telephone No.
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Age Age
--------------------------------------------- ----------------------------------------------
Occupation Occupation
--------------------------------------------- ----------------------------------------------
Employer Employer
--------------------------------------------- ----------------------------------------------
Spouse's Name and Occupation Spouse's Name and Occupation
--------------------------------------------- ----------------------------------------------
Spouse's Employer Spouse's Employer
--------------------------------------------- ----------------------------------------------
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Business Address Business Address
------------------------------------------------ ---------------------------------------------------
City and State Zip City and State Zip
------------------------------------------------ ---------------------------------------------------
Business Telephone No. Business Telephone No.
------------------------------------------------ ---------------------------------------------------
Social Security No./ Taxpayer Identification No. Social Security No./Taxpayer Identification No.
DO NOT WRITE BELOW THIS LINE
_______________________________________________________________________________
ACCEPTED:
Number of Shares: _________________________________
COMMUNITY BANCSHARES, INC.
By: ________________________________________
Name:
Title:
Date: __________________________________, 1998
__________________________
FOR ENTITIES:
Number of Shares Subscribed at $19.00 per Share:____________________________
(Minimum Subscription - 25 Shares ($475.00))
How Shares Are to be Registered:
(please print)
________________________________________________
________________________________________________
Name of Entity: _____________________________________________________________
Principal Office Address:____________________________________________________
_____________________________________________________________________________
_____________________________________________________________________________
By:____________________________ Telephone No.:____________________________
Name:__________________________ Taxpayer Identification No.:______________
Title:_________________________ Principal Business:_______________________
Date: ___________________, 1998
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DO NOT WRITE BELOW THIS LINE
_______________________________________________________________________________
ACCEPTED:
Number of Shares _________________________________
COMMUNITY BANCSHARES, INC.
By:________________________________________________
Name:
Title:
Date: _________________________________________, 1998
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