AGREEMENT BY AND BETWEEN Patriot National Bank Stamford, Connecticut and The Comptroller of the Currency
AGREEMENT
BY AND BETWEEN
Patriot
National Bank
Stamford,
Connecticut
and
The
Comptroller of the Currency
Patriot National Bank, Stamford,
Connecticut ("Bank") and the Comptroller of the Currency of the United States of
America ("Comptroller") wish to protect the interests of the depositors, other
customers, and shareholders of the Bank, and, toward that end, wish the Bank to
operate safely and soundly and in accordance with all applicable laws, rules and
regulations.
The Comptroller, through his National
Bank Examiner, has examined the Bank and his findings are contained in the
Report of Examination (“XXX”) for the examination that commenced on August 18,
2008.
In consideration of the above premises,
it is agreed between the Bank, by and through its duly elected and acting Board
of Directors (“Board”), and the Comptroller, through his authorized
representative, that the Bank shall operate at all times in compliance with the
articles of this Agreement.
Article
I
JURISDICTION
(1) This
Agreement shall be construed to be a “written agreement entered into with the
agency” within the meaning of 12 U.S.C. § 1818(b)(1).
(2) This
Agreement shall be construed to be a “written agreement between such depository
institution and such agency” within the meaning of 12 U.S.C. § 1818(e)(1) and 12
U.S.C. § 1818(i)(2).
(3) This
Agreement shall be construed to be a “formal written agreement” within the
meaning of 12 C.F.R. § 5.51(c)(6)(ii). See 12 U.S.C. §
1831i.
(4) This
Agreement shall be construed to be a “written agreement” within the meaning of
12 U.S.C. § 1818(u)(1)(A).
(5) All
reports or plans which the Bank or Board has agreed to submit to the Assistant
Deputy Comptroller pursuant to this Agreement shall be forwarded
to:
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Xxxxxxx
X. Xxxxxxxx
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Assistant
Deputy Comptroller
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000
Xxxxxxxx Xxxxxx, Xxxxx 000
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Xxxxxx,
Xxx Xxxxxx 00000
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Article
II
COMPLIANCE
COMMITTEE
(1) Within
sixty (60) days of the date of this Agreement, the Board shall appoint a
Compliance Committee of at least three (3) directors, of which no more than (1)
shall be an employee or controlling shareholder of the Bank or any of its
affiliates (as the term “affiliate” is defined in 12 U.S.C. § 371c(b)(1)), or a
family member of any such person. Upon appointment, the names of the
members of the Compliance Committee and, in the event of a change of the
membership, the name of any new member shall be submitted in writing to the
Assistant Deputy Comptroller. The Compliance Committee shall be
responsible for monitoring and coordinating the Bank's adherence to the
provisions of this Agreement.
(2) The
Compliance Committee shall meet at least monthly.
(3) Within
thirty (30) days of the date of the formation of the Compliance Committee, and
quarterly thereafter, the Compliance Committee shall submit a written progress
report to the Board setting forth in detail:
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(a)
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a
description of the action needed to achieve full compliance with each
Article of this Agreement;
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(b)
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actions
taken to comply with each Article of this Agreement;
and
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(c)
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the
results and status of those
actions.
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(4) The
Board shall forward a copy of the Compliance Committee's report, with any
additional comments by the Board, to the Assistant Deputy Comptroller within ten
(10) days of receiving such report.
Article
III
BOARD AND MANAGEMENT
SUPERVISION
(1) Within
one hundred twenty (120) days, the Board shall ensure competent management and
strengthen supervision presently being provided to the Bank by assessing the
Board of Director's effectiveness, the Bank’s management structure, and staffing
requirements in light of the Bank’s present condition. At a minimum,
the Board and management shall assess:
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(a)
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For
the Board:
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(i)
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The
Board’s strengths and weaknesses, including an analysis of the necessary
qualifications and skills for individual members to serve as effective
directors and properly supervise the Bank’s affairs:
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(ii)
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The
Board committees, especially the Audit Committee, to ensure members are
knowledgeable of what is required to establish an effective audit program
and capable of implementing this
program;
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| (iii) | Individual members' qualifications and skills compared to necessary qualifications and skills to properly supervise the Bank's affairs; | ||
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(iv)
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Whether
the Board members are receiving adequate information on the operation of
the Bank to enable them to fulfill their fiduciary responsibilities and
other responsibilities under law;
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(v)
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Recommendations
to correct or eliminate any other deficiencies in the supervision or
organizational structure of the Bank.
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(b)
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For
management:
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(i)
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Present
and future management and staffing requirements of each area of the Bank,
with particular emphasis given to the commercial real estate lending,
credit administration, risk management, compliance (particularly the Bank
Secrecy Act (BSA) area), audit and financial areas;
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(ii)
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Current
lines of authority, reporting responsibilities, and delegation of duties
for all officers, including identification of any overlapping duties or
responsibilities;
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(iii)
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Each
senior officer's qualifications and abilities, at a minimum for senior
vice president and above, and a determination of whether each of these
individuals possesses the experience and other qualifications required to
perform present and anticipated duties of his/her officer
position;
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| (iv) | Each objective by which management's effectiveness will be measured; | ||
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(v)
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Whether
management or staffing changes should be made, including the need for
additions to or deletions from the current management team, and develop
recommendations for making the necessary changes; and
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(vi)
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Weaknesses
in the skills and abilities of the Bank's staff and management team and
develop a training program to address such
weaknesses.
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(2) Within
one hundred twenty (120) days, the Board shall ensure that the Bank has
developed a management succession program to promote the retention and
continuity of capable management;
(3) Within
one hundred twenty (120) days, the Board shall ensure that management has
completed a Bank-wide risk assessment that discusses and reviews all risks
relevant to the Bank (e.g., credit, interest rate, liquidity, transaction,
compliance, strategic and reputation) and including new products and services
being considered. The risk assessment should describe for each risk
the current risk position, the likely direction of risk over the nest twelve
months, and the controls in place to mitigate risks. Finding from the
risk assessment should be submitted to and reviewed by the Board.
(4) Within
one hundred fifty (150) days, the Board shall develop, implement, and thereafter
ensure Bank adherence to a written plan, with specific time frames, that will
correct any deficiencies identified as part of the reviews
required.
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(5) The
Board shall ensure that the Bank has satisfactory processes, personnel, and
control systems to ensure implementation of and adherence to the plan developed
pursuant to this Article.
(6) Copies
of the Board's written plan shall be forwarded to the Assistant Deputy
Comptroller. The Assistant Deputy Comptroller shall retain the right
to determine the adequacy of the report and its compliance with the terms of
this Agreement. In the event the written plan, or any portion thereof, is not
implemented, the Board shall immediately advise the Assistant Deputy
Comptroller, in writing, of specific reasons for deviating from the
plan.
Article
IV
CREDIT RISK MANAGEMENT AND
THE ALLOWANCE FOR LOAN AND LEASE
LOSSES
(1) Within
ninety (90) days, the Board shall develop implement, and thereafter ensure Bank
adherence to a written program to improve credit risk management process and
address credit deficiencies noted in the XXX. The program shall
include but not be limited to:
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(a)
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a revision and/or development of the Bank’s procedures to ensure accuracy of risk ratings and proper and timely problem loan identification to include non-accrual loans; | |
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(b)
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a
revision and/or development of the Bank’s procedures to ensure current
financial data is obtained on borrowers and guarantors;
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(c)
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a
revisions and/or development of the Bank’s procedures to ensure quality
financial analysis and documentation for new and renewed
credits;
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| (d) | a revisions and/or development of the Bank’s procedures to ensure ongoing guarantor analysis, to include a review of the borrower’s or guarantor’s global cash flow analysis and analysis of contingent liabilities; | |
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(e)
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a
revisions and/or development of the Bank’s procedures to ensure appraisal
reviewers to review key appraisals and appropriately document their
findings;
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(f)
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a
revisions and/or development of the Bank’s procedures to ensure MIS is
developed to track completion of annual reviews and financial statement
exceptions;
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(g)
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a
revisions and/or development of the Bank’s procedures to improve the ALLL
process and methodology including the use of external factors that could
impact the ALLL. Such procedures shall refer to the Comptroller
of the Currency’s Handbook for the Allowance for Loan and Lease Losses
dated June 1996 and the Interagency Policy Statement on the Allowance for
Loan and Lease Losses dated December 13,
2006.
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(2) At
least quarterly, the Board shall prepare a written assessment of the Bank’s
credit risk, which shall evaluate the Bank’s progress under the aforementioned
program. The Board shall submit a copy of this assessment to the
Assistant Deputy Comptroller.
(3) The
Bank shall submit a copy of the program to the Assistant Deputy
Comptroller. The Board shall ensure that the Bank has processes,
personnel, and control systems to ensure implementation of and adherence to the
program developed pursuant to this Article.
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Article
V
CRITICIZED
ASSETS
(1) The
Bank shall take prompt and continuing action to protect its interest in those
assets criticized the XXX, in any subsequent Report of Examination, by internal
or external loan review, or in any list provided to management by the National
Bank Examiners during any examination.
(2) Within
sixty (60) days, the Board shall adopt, implement, and thereafter ensure Bank
adherence to a written program designed to eliminate the basis of criticism of
assets criticized in the XXX, in any subsequent Report of Examination, or by any
internal or external loan review, or in any list provided to management by the
National Bank Examiners during any examination as "doubtful," "substandard," or
"special mention." shall include, at a minimum:
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(a)
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an
identification of the expected sources of repayment;
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(b)
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the
appraised value of supporting collateral and the position of the Bank’s
lien on such collateral where applicable;
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(c)
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an
analysis of current and satisfactory credit information, including cash
flow analysis where loans are to be repaid from operations;
and
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(d)
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the
proposed action to eliminate the basis of criticism and the time frame for
its accomplishments.
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(3) Upon
adoption, a copy of the program for all criticized assets equal to or exceeding
one million dollars ($1,000,000) shall be forwarded to the Assistant Deputy
Comptroller.
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(4) The
Board shall ensure that the Bank has satisfactory processes, personnel, and
control systems to ensure implementation of and adherence to the program
developed pursuant to this Article.
(5) The
Board, or a designated committee, shall conduct a review, on at least a
quarterly basis, to determine:
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(a)
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the
status of each criticized asset or criticized portion thereof that equals
or exceeds one million dollars ($1,000,000);
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(b)
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management’s
adherence to the program adopted pursuant to this
Article;
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(c)
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the
status and effectiveness of the written program; and
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(d)
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the
need to revise the program or take alternative
action.
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(6) A
copy of each review shall be forwarded to the Assistant Deputy Comptroller on a
quarterly basis (in a format similar to Appendix A, attached
hereto).
(7) The
Bank may extend credit, directly or indirectly, including renewals, extensions,
or capitalization of accrued interest, to a borrower whose loans or other
extensions of credit are criticized in the XXX, in any subsequent Report of
Examination, in any internal or external loan review, or in any list provided to
management by the National Bank Examiners during any examination and whose
aggregate loans or other extensions exceed one million dollars ($1,000,000) only
if each of the following conditions are met:
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the
Board or designated committee finds that the extension of additional
credit is necessary to promote the best interests of the Bank and that
prior to renewing, extending, or capitalizing any additional credit, a
majority of the full Board (or designated committee) approves the credit
extension and records, in writing, why such extension is necessary to
promote the best interests of the Bank;
and
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| (b) |
a
comparison to the written program adopted pursuant to this Article shows
that the Board’s formal plan to collect or strengthen the criticized asset
will not be compromised.
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(8) A
copy of the approval of the Board or of the designated committee shall be
maintained in the file of the affected borrower.
Article
VI
CAPITAL
PLAN
(1) Within
ninety (90) days, the Board shall develop, implement, and thereafter ensure Bank
adherence to a three-year capital program. The program shall
include:
| (a) | specific plans for the maintenance of adequate capital pursuant to the requirements under Part 3 and to remain well-capitalized pursuant to Part 6; | |
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(b)
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projections
for growth and capital requirements based upon a detailed analysis of the
Bank’s assets, liabilities, earnings, fixed assets, and off-balance sheet
activities;
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(c)
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projections
of the sources and timing of additional capital to meet the Bank’s current
and future needs;
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(d)
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the
primary source(s) from which the Bank will strengthen it capital structure
to meet the Bank’s
needs:
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| (e) | contingency plans that identify alternative methods should the primary source(s) under (d) above not be available; and | ||
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(f)
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a
dividend policy that permits the declaration of a dividend
only:
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(i)
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when
the Bank is in compliance with its approved capital
program;
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(ii)
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when
the Bank is in compliance with 12 U.S.C. §§ 56 and 60;
and
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(iii)
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with
the prior written determination of no supervisory objection by the
Assistant Deputy Comptroller. Upon receiving a determination of
no supervisory objection from the Assistant Deputy Comptroller, the Bank
shall implement and adhere to the dividend
policy.
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(2) For
one hundred eighty (180) days from the date of this Agreement, the Bank shall
limit Total Asset growth to no greater than an annualized rate of five percent
(5%), calculated using the actual outstanding Total Assets in place as of the
date of this Agreement; provided that, such restriction shall not apply to
funding existing lines of credit as of December 31, 2008, or increases in the
balance of single family/owner occupied first mortgage residential loans over
the balance of those loans as of December 31, 2008.
(3) Upon
completion, the Bank’s capital program shall be submitted to the Assistant
Deputy Comptroller for prior determination of no supervisory
objection. Upon receiving a determination of no supervisory objection
from the Assistant Deputy Comptroller, the Bank shall implement and adhere to
the capital program. The Board shall review and update the Bank’s
capital program on an annual basis or more frequently if
necessary. Copies of the reviews and updates shall be submitted to
the Assistant Deputy Comptroller.
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(4) The
Board shall ensure that the Bank has satisfactory processes, personnel, and
control systems to ensure implementation of and adherence to the program
developed pursuant to this Article.
Article
VII
PROFIT
PLAN
(1) Within
ninety (90) days, the Board shall develop, implement, and thereafter ensure Bank
adherence to a written profit plan to improve and sustain the earnings of the
Bank.
This plan
shall include, at a minimum, the following elements:
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(a)
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identification
of the major areas in and by means which the Board will seek to improve
the Bank's operating performance;
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(b)
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realistic
and comprehensive budgets, including projected balance sheets and year-end
income statements;
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(c)
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a
budget review process to monitor both the Bank's income and expenses, and
to compare actual figures with budgetary projections;
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(d)
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a
description of the operating assumptions that form the basis for major
projected income and expense components; and
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(e)
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expansion
of the bank's branch profitability analysis to include comparisons to
initial and ongoing profit
goals.
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(2) The
budgets and related documents require in paragraph (b) above for 2009 shall be
submitted to the Assistant Deputy Comptroller upon completion. The
Board shall submit to the Assistant Deputy Comptroller annual budgets as
described in paragraph (b) above for each year this Agreement remains in
effect. The budget for each year shall be submitted on or before
December 31 of the preceding year.
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(3) The
Board shall forward comparisons of its balance sheet and profit and loss
statement to the profit plan projections to the Assistant Deputy Comptroller on
a quarterly basis.
(4) The
Board shall ensure that the Bank has satisfactory processes, personnel, and
control systems to ensure implementation of and adherence to the plan developed
pursuant to this Article.
Article
VIII
CONCENTRATIONS OF
CREDIT
(1) Within
(60) days, the Board shall adopt a written plan detailing how it will implement
more conservative concentration limits in order to reduce its commercial real
estate exposure (including speculative construction housing loans) to more
prudent levels and below the current 700% and planned 500% limits.
(2) The
Board shall forward a copy of this plan to the Assistant Deputy Comptroller
immediately following completion.
(3) Within
sixty (60) days, the Board shall adopt, implement, and thereafter ensure Bank
adherence to a written asset diversification program consistent with OCC Banking
Circular 255. The program shall include, but not necessarily be
limited to, the following:
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(a)
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a
review of the balance sheet to identify any concentrations of
credit;
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(b)
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a
written analysis of any concentration of credit identified above in order
to identify and assess the inherent credit, liquidity, and interest rate
risk;
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(c)
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policies
and procedures to control and monitor concentration of credit;
and;
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(d)
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an
action plan approved by the Board to reduce the risk of any concentration
deemed imprudent in the above
analysis.
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(4) For
purposes of this Article, a concentration of credit is as defined in the "Loan
Portfolio Management” booklet of the Comptroller’s
Handbook.
(5) The
Board shall ensure the formulation of Board-approved commercial real estate
exposure limits and sub-limits covering non-owner occupied and owner occupied
properties and addressing property type and geographic location.
(6) The
Board shall ensure that future concentrations of credit are subject to the
analysis required by sub-paragraph (b) of paragraph (3) in this Article and that
the analysis demonstrates that the concentration will not subject the Bank to
undue credit or interest rate risk.
(7) The
Board shall forward a copy of any analysis performed on existing or potential
concentrations of credit to the Assistant Deputy Comptroller immediately
following the review.
(8) The
Board shall ensure that the Bank has satisfactory processes, personnel and
control systems to ensure implementation of and adherence to the program
developed pursuant to this Article.
Article
IX
LIQUIDITY AND CONTINGENCY
FUNDING PLAN
(1) Within
ninety (90) days, the Board shall review and revise the Bank’s Contingency
Funding Plan (CFP) to address matters in the XXX. The Board shall
refer to the “Liquidity” booklet of the Comptroller’s Handbook as well as other
current regulatory materials for guidance. The CFP shall be enhanced,
at a minimum, to address:
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(a)
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Expanding
the number of crisis scenarios to include a comprehensive list of
unplanned or stress events that could cause a liquidity
crisis;
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(b)
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Defining
responsibilities and decision-making authority for all personnel in a
crisis situation; and
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(c)
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Expanding
the “Liabilities” part of the “Sources of Liquidity” section to include
all wholesale funding and borrowing
sources.
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(2) Within
ninety (90) days, the Board shall ensure that appropriate and prudent risk
limits are established and incorporated into the Bank’s ALCO
policy.
(3) Upon
adoption, a copy of the enhanced CFP and ALCO policy shall be forwarded to the
Assistant Deputy Comptroller for review.
(4) The
Board shall ensure that the Bank has satisfactory processes, personnel, and
control systems to ensure implementation of and adherence to the policy
developed pursuant to this Article.
Article
X
BROKERED
DEPOSITS
(1) The
Bank may accept Brokered Deposits (as defined by 12 C.F.R. § 337.6(a)(2)) for
deposit at the Bank not to exceed five (5) percent of total
deposits. The foregoing restriction shall not apply to the
following: retail CDARS deposits (i.e., deposits accepted from Bank
customers for placement in the CDARS diversified bank deposit program); or
wholesale CDARS deposits (i.e., the Bank’s participation in the CDARS program as
an issuer of deposits to customers of other banks in the CDARS
program) not to exceed ten (10) percent of total deposits.
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(2) The
limitation of paragraph (1) shall include the acquisition of Brokered Deposits
through any transfer, purchase, or sale of assets, including Federal funds
transactions.
(3) If
the Bank seeks to acquire Brokered Deposits exceeding the limitation in
paragraph (1), the Board shall apply to the Assistant Deputy Comptroller for
written permission. Such application shall contain, at a minimum, the
following:
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(a)
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the
dollar volume, maturities, and cost of the Brokered Deposits to be
acquired;
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(b)
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the
proposed use of the Brokered Deposits, e.g., short-term liquidity or
restructuring of liabilities to reduce cost;
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(c)
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alternative
funding sources available to the Bank; and
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(d)
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the
reasons why the Bank believes that the acceptance of the Brokered Deposits
does not constitute an unsafe and unsound practice in its particular
circumstances.
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(e)
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The
Assistant Deputy Comptroller may require the submission of such additional
information as necessary to make an informed decision. Upon
consideration of the Bank’s application, the Assistant Deputy Comptroller
will determine whether the proposed acquisition of Brokered Deposits may
be accomplished in a safe and sound manner and may condition the Bank’s
acquisition as the Assistant Deputy Comptroller shall deem
appropriate.
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(f)
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Nothing
in this article shall relieve the Bank of its obligation under 12 U.S.C. §
1831f to seek necessary approvals from the Federal Deposit Insurance
Corporation before accepting Brokered Deposits and to comply with all the
requirements of 12 U.S.C. §
1831f.
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Article
XI
INTERNAL
AUDIT
(1) Within
sixty (60) days, the Board shall adopt, implement, and thereafter ensure Bank
adherence to an independent, internal audit program that includes the
following:
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(a)
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Policies
and procedures to improve effectiveness of Board Audit Committee oversight
to ensure an adequate internal audit program, qualified and sufficient
internal audit staff, timely correction of identified deficiencies, and an
effectively administered audit program;
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(b)
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Ensure
that the audit function is supported by an adequately staffed department
or outside firm with respect to both the experience level and number of
the individuals employed;
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(c)
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Development
of a formal program for professional development and training of the
auditor’s assistants to include appropriate training;
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(d)
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Provide
documentation in the work papers that is fully supportive of the analysis
and conclusions performed for each audit procedure; and
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(e)
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Ensure
areas of concern noted in the XXX receive appropriate corrective
action.
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(2) The
Board shall ensure that the Bank has satisfactory processes, personnel, and
control systems to ensure implementation of and adherence to the program
developed pursuant to this Article.
(3) Upon
adoption, a copy of the internal audit program shall be promptly submitted to
the Assistant Deputy Comptroller.
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Article
XII
BANK SECRECY ACT INTERNAL
CONTROLS
(1) The
Board shall promptly take all steps necessary to ensure improvement of the
Bank’s BSA/Anti-Money Laundering (AML) program to address each deficiency cited
in the XXX or any supervisory communication to include Enhanced Due Diligence
(EDD), Management Information Systems, Independent Testing, and the independence
and staffing of the BSA/AML compliance department.
(2) Within
sixty (60) days of the date of this Agreement, the Board shall develop,
implement, and thereafter ensure Bank adherence to an effective EDD
process. An effective EDD monitoring program must include, at a
minimum, the following:
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(a)
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the
development of EDD policies, procedures, and processes to effectively
monitor bank customers that pose high money laundering or terrorist
financing risks;
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(b)
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a
closer review of high-risk customers and their transactions at account
opening and more frequently throughout the term of their relationships
with the Bank;
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(c)
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maintaining
all information used by the Bank to know its customer in the customer
file;
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(d)
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obtaining
legal counsel advice when the Bank conducts transactions on behalf of
entities or individuals in high-risk industries, transactions, and
geographical locations;
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(e)
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obtaining
legal counsel advice on the legality of high-risk customers noted in the
XXX and thoroughly investigating the accounts noted in the XXX as well as
all other high-risk accounts to determine if there is any suspicious
activity and to file any corresponding Suspicious Activity Reports in
appropriate
cases;
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(f)
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ensuring
appropriate MIS relating to the high-risk customers is provided to the
compliance committee;
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(g)
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providing
BSA staff with ample external training specific to customer due diligence
and EDD; and
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(h)
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ensuring
that internal audit assesses the reasonableness and quality of EDD
monitoring.
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(3) Within
sixty (60) days of the date of this Agreement, the Board shall address concerns
in the XXX regarding the Bank’s suspicious activity monitoring
process. This includes an at least six-month look-back on wire
transfer transactions performed prior to the installation of the automated
system. If suspicious activity is detected from this review, a
further look-back should be performed for an appropriate period of
time.
(4) Within
sixty (60) days of the date of this Agreement, the Board shall develop,
implement, and thereafter ensure MIS used to detect suspicious activity related
to cash activity is accurate and reliable. The Board must also ensure
training is provided to Bank staff to ensure that all transactions entered into
the Bank’s system are performed correctly and that all non-cash transaction are
not entered as cash transactions. The Bank must contact the provider
of the system to resolve any non-cash activity that continues to show up on the
cash reports.
(5) Within
sixty (60) days of this Agreement, the Board shall evaluate the responsibilities
of the BSA compliance staff and determine if there is sufficient independence
and that the BSA staff has sufficient time to manage the BSA/AML
program. The Board shall also determine if the BSA compliance staff
has the necessary expertise to administer an effective BSA/AML compliance
program and assess their training needs to ensure that the BSA compliance staff
is fully knowledgeable of the BSA and related regulations.
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(6) The
Board shall ensure that the Bank has satisfactory processes, personnel, and
control systems to implement and adhere to the program developed pursuant to
this Article.
Article
XIII
CLOSING
(1) Although
the Board has agreed to submit certain programs and reports to the Assistant
Deputy Comptroller for review or prior written determination of no supervisory
objection, the Board has the ultimate responsibility for proper and sound
management of the Bank.
(2) It
is expressly and clearly understood that if, at any time, the Comptroller deems
it appropriate in fulfilling the responsibilities placed upon him/her by the
several laws of the United States of America to undertake any action affecting
the Bank, nothing in this Agreement shall in any way inhibit, estop, bar, or
otherwise prevent the Comptroller from so doing.
(3) Any
time limitations imposed by this Agreement shall begin to run from the effective
date of this Agreement. Such time requirements may be extended in
writing by the Assistant Deputy Comptroller for good cause upon written
application by the Board.
(4) The
provisions of this Agreement shall be effective upon execution by the parties
hereto and its provisions shall continue in full force and effect unless or
until such provisions are amended in writing by mutual consent of the parties to
the Agreement or excepted, waived, or terminated in writing by the
Comptroller.
20
(5) This
Agreement is intended to be, and shall be construed to be, a supervisory
“written agreement entered into with the agency” as contemplated by 12 U.S.C. §
1818(b)(1), and expressly does not form, and may not be construed to form, a
contract binding on the Comptroller of the United
States. Notwithstanding the absence of mutuality of obligation, or of
consideration, or of a contract, the Comptroller may enforce any of the
commitments or obligations herein undertaken by the Bank under his supervisory
powers, including 12 U.S.C. §
1818(b)(1), and not as a matter of contract law. The Bank expressly
acknowledges that neither the Bank nor the Comptroller has any intention to
enter into a contract. The Bank also expressly acknowledges that no
officer or employee of the Office of the Comptroller of the Currency has
statutory or other authority to bind the United States, the U.S. Treasury
Department, the Comptroller, or any other federal bank regulatory agency or
entity, or any officer or employee of any of those entities to a contract
affecting the Comptroller’s exercise of his supervisory
responsibilities. The terms of this Agreement, including this
paragraph, are not subject to amendment or modification by any extraneous
expression, prior agreements or prior arrangements between the parties, whether
oral or written.
IN
TESTIMONY WHEREOF, the undersigned, authorized by the Comptroller, has hereunto
set his hand on behalf of the Comptroller.
|
/s/ Xxxxxxx X. Xxxxxxxx
|
2/9/09
|
|
Xxxxxxx
X. Xxxxxxxx
|
Date
|
|
Assistant
Deputy Comptroller
|
|
|
Comptroller
of the Currency
|
21
IN
TESTIMONY WHEREOF, the undersigned, as the duly elected and acting Board of
Directors of the Bank, have hereunto set their hands on behalf of the
Bank.
|
/s/
Xxxxxx X. Xxxxxxx
|
2/9/09
|
|
Xxxxxx
X. Xxxxxxx
|
Date
|
|
/s/
Xxxxxx Xx Xxxx
|
2/9/09
|
|
Xxxxxx
Xx Xxxx
|
Date
|
|
/s/
L. Xxxxxx Xxxxxxxxx
|
2/9/09
|
|
L.
Xxxxxx Xxxxxxxxx
|
Date
|
|
/s/
Xxxxxxx X. Xxxxxx
|
2/9/09
|
|
Xxxxxxx
X. Xxxxxx
|
Date
|
|
/s/
Xxxx Xxxxxxxx
|
2/9/09
|
|
Xxxx
Xxxxxxxx
|
Date
|
|
/s/
Xxxx X. Xxxxxxxx
|
2/9/09
|
|
Xxxx
X. Xxxxxxxx
|
Date
|
|
/s/
Xxxxxx X. X’Xxxxxx
|
2/9/09
|
|
Xxxxxx
X. X’Xxxxxx
|
Date
|
|
/s/
Xxxxxxx X. Xxxxx
|
2/9/09
|
|
Xxxxxxx
X. Xxxxx
|
Date
|
|
/s/
Xxxxxxx X. Xxxxxxxx
|
2/9/09
|
|
Xxxxxxx
X. Xxxxxxxx
|
Date
|
|
/s/
Xxxxx X. Xxxxxxxxxx
|
2/9/09
|
|
Xxxxx
X. Xxxxxxxxxx
|
Date
|
22
APPENDIX
A
Patriot
Natonal Bank
Stamford,
CT
CRITICIZED
ASSET REPORT AS OF: ____________________________________
___________________________________________________________________
BORROWER(S):
ASSET
BALANCE(S) AND OCC RATING (SM, SUBSTANDARD, DOUBTFUL OR LOSS):
$_______________________________ CRITICISM___________________
AMOUNT
CHARGED OFF TO
DATE ____________________________________
FUTURE
POTENTIAL
CHARGE-OFF ____________________________________
________________________________________________________________________
PRESENT
STATUS (Fully explain any increase in outstanding balance; include past due
status,
nonperforming,
significant progress or deterioration, etc.):
________________________________________________________________________
FINANCIAL
AND/OR COLLATERAL SUPPORT (include brief summary of most current
financial
information, appraised value of collateral and/or estimated value and date
thereof,
bank’s
lien position and amount of available equity, if any, guarantor(s) info,
etc.):
________________________________________________________________________
PROPOSED
PLAN OF ACTION TO ELIMINATE ASSET CRITICISM(S) AND TIME
FRAME FOR
ITS ACCOMPLISHMENT:
________________________________________________________________________
IDENTIFIED
SOURCE OF REPAYMENT AND DEFINED REPAYMENT PROGRAM
(repayment
program should coincide with source of repayment):
________________________________________________________________________
Use this
form for reporting each criticized asset that exceeds ______ dollars ($______)
and retain the original in the credit file for review by the
examiners. Submit your reports (monthly/quarterly) until notified
otherwise, in writing, by the Assistant Deputy Comptroller.
23
