AGREEMENT AND PLAN OF MERGER BY AND AMONG FRIEDMAN, BILLINGS, RAMSEY GROUP, INC. A DELAWARE CORPORATION, FRIEDMAN, BILLINGS, RAMSEY GROUP, INC. A VIRGINIA CORPORATION AND FBR GROUP, INC. A VIRGINIA CORPORATIONAgreement and Plan of Merger • December 19th, 1997 • Friedman Billings Ramsey Group Inc • Security brokers, dealers & flotation companies
Exhibit 9.01 VOTING TRUST AGREEMENT ---------------------- AGREEMENT, dated as of December 16, 1997, among Emanuel J. Friedman, Eric F. Billings, and W. Russell Ramsey (the "Trustees") and the holders of shares of Class B common stock, par value $0.01...Voting Trust Agreement • December 19th, 1997 • Friedman Billings Ramsey Group Inc • Security brokers, dealers & flotation companies • Virginia
Exhibit 1.01 Friedman, Billings, Ramsey Group, Inc. 11,000,000 Shares of Common Stock UNDERWRITING AGREEMENTUnderwriting Agreement • December 19th, 1997 • Friedman Billings Ramsey Group Inc • Security brokers, dealers & flotation companies • New York
WITNESSETH:Shareholders Agreement • December 19th, 1997 • Friedman Billings Ramsey Group Inc • Security brokers, dealers & flotation companies • Virginia
Exhibit 3.02 ARTICLES OF MERGERFriedman Billings Ramsey Group Inc • December 19th, 1997 • Security brokers, dealers & flotation companies
Exhibit 99.01 MEMORANDUM OF UNDERSTANDING Dated October 29, 1997 FRIEDMAN, BILLINGS, RAMSEY GROUP, INC. (together with its subsidiaries "FBR") and PNC BANK CORP. (together with its subsidiaries, "PNC") hereby set forth their current intentions to...Friedman Billings Ramsey Group Inc • December 19th, 1997 • Security brokers, dealers & flotation companies
