EXHIBIT 10.5
STATE OF NORTH CAROLINA
COUNTY OF ALAMANCE CAPITAL MAINTENANCE AGREEMENT
This Capital Maintenance Agreement (the "Agreement"), dated as of
______________, 1999, by and between First Community Financial Corporation,
Burlington, North Carolina, a North Carolina-chartered bank holding company (the
"Holding Company") and Community Savings Bank, Inc., a North Carolina-chartered
stock savings bank (the "Savings Bank").
WHEREAS, the Savings Bank has applied to the Administrator, Savings
Institutions Division, North Carolina Department of Commerce ("Administrator")
for permission to convert from a North Carolina mutual savings bank to a North
Carolina stock owned savings bank (the "Conversion"); and
WHEREAS, as a part of the Conversion, the Holding Company has applied to
the Administrator for permission to acquire all of the capital stock issued by
the Savings Bank in the Conversion (the "Acquisition") and to sell shares of the
Holding Company's common stock to certain persons in a subscription and, if
necessary, a community offering and a syndicated community offering; and
WHEREAS, the Administrator, the Holding Company and the Savings Bank wish
to protect the interests of the depositors of the Savings Bank and the Savings
Association Insurance Fund; and
WHEREAS, by letter dated ______________, 1999, the Administrator has
approved the Conversion and the Acquisition conditional upon, among other
things, the Holding Company and the Savings Bank entering this Agreement (the
"Approval").
NOW, THEREFORE, in consideration of the premises and the mutual covenants
and agreements contained herein, the parties agree that, following the
Conversion and Acquisition, the Holding Company and the Savings Bank will
maintain the capital of the Savings Bank at all times in compliance with the
applicable capital requirements of all federal and state regulatory agencies
having supervisory authority over the Savings Bank, including the capital
requirements of the Administrator and the Federal Deposit Insurance Corporation.
IN WITNESS WHEREOF, this Agreement has been executed by each director of
the Holding Company and the Savings Bank.
DIRECTORS OF FIRST COMMUNITY
FINANCIAL CORPORATION:
_______________________________ ____________________________________
Xxxxx X. Xxxx Xxxxx X. Xxxxxxxxx
_______________________________ ____________________________________
Xxxxxxx X. Xxxxxxx Xxxxxxx X. Xxxxxx
_______________________________ ____________________________________
Xxxxxx X. Xxxxxxx Xxxxxxx X. XxXxxxx
_______________________________ ____________________________________
W. Xxxxxx Xxxx Xxxxx X. Xxxxx, Xx.
_______________________________ ____________________________________
Xxxxxx X. Xxxxxxxx Xxxxxxx X. Xxxxxxx
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DIRECTORS OF COMMUNITY SAVINGS BANK, INC.:
_______________________________ ____________________________________
Xxxxx X. Xxxx Xxxxx X. Xxxxxxxxx
_______________________________ ____________________________________
Xxxxxxx X. Xxxxxxx Xxxxxxx X. Xxxxxx
_______________________________ ____________________________________
Xxxxxx X. Xxxxxxx Xxxxxxx X. XxXxxxx
_______________________________ ____________________________________
W. Xxxxxx Xxxx Xxxxx X. Xxxxx, Xx.
_______________________________ ____________________________________
Xxxxxx X. Xxxxxxxx Xxxxxxx X. Xxxxxxx
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