EXHIBIT 99.1
CNB BANCORP, INC.
SUBSCRIPTION AGREEMENT
To: CNB Bancorp, Inc.
00 X Xxxxxxx Xxxx., Xxxxx X
Xxxxxxx, Xxxxxxxx 00000
Ladies and Gentlemen:
You have informed me that CNB Bancorp, Inc., a Virginia corporation (the
"Company"), is offering up to 850,000 shares of its common stock, par value
$.01, (the "Common Stock") at a price of $10.00 per share as described in and
offered pursuant to the Prospectus furnished to the undersigned herewith (the
"Prospectus"). In addition, you have informed me that the minimum subscription
is 100 shares.
1. Subscription. Subject to the terms and conditions hereof, the
undersigned hereby tenders this subscription, together with payment in United
States currency by check, bank draft, or money order payable to "Community
Bankers' Bank, Escrow Agent for CNB Bancorp, Inc." of the amount indicated below
(the "Funds"), representing the payment of $10.00 per share for the number of
shares of the Common Stock indicated below.
2. Acceptance of Subscription. It is understood and agreed that the
Company shall have the right to accept or reject this subscription in whole or
in part, for any reason whatsoever. The Company will notify the undersigned
promptly following the closing of the offering whether this subscription has
been accepted. The Company may reduce the number of shares for which the
undersigned has subscribed, indicating acceptance of less than all of the shares
subscribed on its written form of acceptance.
3. Acknowledgments. The undersigned hereby acknowledges receipt of
a copy of the Prospectus and agrees to be bound by the terms of this Agreement
and the Escrow Agreement.
4. Revocation. The undersigned agrees that once this Subscription
Agreement is tendered to CNB Bancorp, Inc., it may not be withdrawn and that
this Agreement shall survive the death or disability of the undersigned.
By executing this Subscription Agreement, the subscriber is not waiving any
rights he or she may have under federal securities laws, including the
Securities Act of 1933 and the Securities Exchange Act of 1934.
Please fill in the information requested below, make your check payable to
"Community Bankers' Bank", Escrow Agent for CNB Bancorp, Inc.", and mail the
Subscription Agreement, Stock Certificate Registration Instructions, Substitute
Form W-9, and payment to the attention of Xxxxxxx X. Xxxxxxx, President and
Chief Executive Officer, CNB Bancorp, Inc., 00 X Xxxxxxx Xxxx, Xxxxx X, Xxxxxxx,
Xxxxxxxx 00000.
Signature of
No. of Shares Subscribed: ______________ Subscriber: ________________________
Funds Tendered ($10.00 per share subscribed): Name:____________________________
$___________________________________ (Please print or type)
Date:____________________________
Social Security /Taxpayer Identification
Number: ____________________________ Phone Number:____________________ (Home)
____________________ (Office)
Residence Address: ____________________________
Street No. Apt. No.
____________________________
City, State and Zip Code
STOCK CERTIFICATE REGISTRATION INSTRUCTIONS
Name:
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_______________________________________________________________________________
(Additional Name if Tenant in Common or Joint Tenant)
Mailing Address:
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Number of Shares to be registered in above name(s): _____________
Legal form of ownership:
o Individual
o Joint Tenants* - (characterized by right of survivorship; when one joint
tenant dies, the survivor retains an undivided right in the property no
longer subject to the interest of the deceased co-tenant)
o Tenants in Common - (no right of survivorship; each owner has a
proportionate undivided interest in the property that can be transferred
freely; when one tenant dies, the survivor's interest is subject to the
interest of the deceased's transferee)
o Tenants by the Entirety* - (limited to husband and wife; characterized by
right of survivorship; cannot be severed by action of one tenant or
his/her creditors)
o Uniform Gift to Minors - Shares should be registered in the name of
___________________, as custodian for ___________________ (name of minor),
under the Virginia Uniform Transfers to Minor Act _______________________
held by custodian on behalf of minor until minor reaches 18 (or 21 if "21"
is place in the blank immediately succeeding "Act").
o Individual Retirement Account (XXX) - Shares should be registered in the
name of ________________________ (does not have to be CNB Bancorp, Inc.),
as Custodian/Trustee for the benefit of _____________________ (name of
owner), Individual Retirement Account.
*If joint tenancy or tenancy-by-the entirety is desired, provide both
Subscriber names and signatures; if a corporation, provide the name and
signature of the corporation's president; if a trust, provide the name and
signature of all trustees (along with a copy of the trust agreement); if a
partnership, provide the name and signature of a general partner.
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Signature of Subscriber Signature of joint subscriber (if applicable)
INFORMATION AS TO BANKING INTERESTS
1. As a prospective shareholder, I would be interested in the following
services checked below:
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Checking Account Commercial Loans
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Savings Account Equity Line of Credit
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Certificates of Deposit Mortgage Loans
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Individual Retirement Accounts Consumer Loans (Auto, etc.)
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Checking Account Overdraft Protection Safe Deposit Box
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Revolving Personal Credit Line Automatic Teller Machines (ATM's)
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2. I would like our new bank to provide the following additional services:
(a)_________________________ (b)____________________________
SUBSTITUTE FORM W-9
Under penalties of perjury, I certify that: (i) The number shown on this
form is my correct Taxpayer Identification Number (or I am waiting for a
Taxpayer Identification Number to be issued to me), and (ii) I am not subject to
backup withholding because: (a) I am exempt from backup withholding; or (b) I
have not been notified by the Internal Revenue Service ("IRS") that I am subject
to backup withholding as a result of a failure to report all interest or
dividends; or (c) the IRS has notified me that I am no longer subject to backup
withholding.
You must cross out item (ii) above if you have been notified by the IRS
that you are subject to backup withholding because of underreporting interest or
dividends on your tax return. However, if after being notified by the IRS that
you were subject to backup withholding you received another notification from
the IRS that you are not longer subject to backup withholding, do not cross out
item (ii).
Each subscriber should complete this section.
_______________________________________________ ______________________________________________
Signature of Subscriber Signature of Subscriber
_______________________________________________ ______________________________________________
Printed Name Printed Name
_______________________________________________ ______________________________________________
Social Security or Taxpayer Identification No. Social Security or Taxpayer Identification No.