We are pleased to have you as a shareholder and are grateful for the confidence you have demonstrated by entrusting us with your investment.
On April 19, 2007, the Board of Directors of Crescent Banking Company approved amendments to the Company’s by-laws that will enable Crescent Banking Company stock to be issued as Direct Registration shares. This allows Crescent Banking Company to comply with a securities industry initiative which has been approved by the SEC and NASDAQ.
As of August 1, 2007, all shares of Crescent Banking Company common stock will be issued in Direct Registration shares unless a certificate is specifically requested in writing.
1. What is the difference between direct stock ownership and indirect stock ownership?
Under direct stock ownership, your full name and address are “registered” or recorded on the books of Crescent Banking Company. You are known to us, and we know that you are an owner of the company. Your name appears on the company’s shareholder-of-record list. You receive all your dividends, proxy materials, and other important shareholder communications directly from us.
Direct stock ownership of Crescent Banking Company stock may be in the form of a stock certificate issued in your name, or it may be confirmed by a statement reflecting your book-entry ownership of Dividend Reinvestment and Stock Purchase Plan shares or of Direct Registration shares.
Under indirect stock ownership, a broker maintains your account. Such accounts are not subject to any oversight or control by Crescent Banking Company. Shares are normally registered in a brokerage firm’s name or in a name they designate rather than your name. This form of ownership is generally referred to as “street name” ownership. You receive all your dividends, proxy materials, and other important shareholder communications from your broker.
2. What is Direct Registration?
Direct Registration is a book-entry registration which allows shareholders of Crescent Banking Company stock to be directly registered on the company’s records without the need for a physical stock certificate to serve as evidence of ownership. Under Direct Registration, you will not receive a stock certificate. Rather, you will receive a statement reflecting the number of shares registered in your name on the company’s books at least once a year and whenever there is activity in your account. This form of book-entry ownership provides advantages and benefits to you and the company.
3. What are the advantages/benefits of Direct Registration?
4. How can I hold my shares in Direct Registration?
Shares purchased or dividends reinvested through the company’s Dividend Reinvestment and Stock Purchase Plan are automatically held in this form.
If your shares are currently in certificate form and you would like to have them converted to Direct Registration shares, please mail you unendorsed certificates along with a signed Deposit Certificate to Direct Registration Shares Request Form or a signed letter authorizing us to convert your certificated shares to Direct Registration shares. For your protection, we recommend sending your stock certificates via courier or certified mail.
If you currently hold your shares in street name, you can instruct your broker to move your shares for Direct Registration with Crescent Banking Company by submitting a WT (Withdrawal for Transfer) through DTC (Depository Trust Company) and indicating "S" for a Direct Registration statement.
If you purchase additional shares through your broker, instruct your broker to "register and ship" your shares in statement form for Direct Registration of your shares with Crescent Banking Company
In all these instances, you will receive a Statement of Ownership and Account Activity from Shareholder Services acknowledging your Direct Registration position.
5. What is the Direct Registration Profile Modification System?
The Direct Registration Profile Modification System is an electronic, book-entry registration system that was developed by the securities industry to provide investors with an efficient method of moving book-entry positions within the financial community. As a shareholder of Crescent Banking Company, you can have your Direct Registration shares or Dividend Reinvestment and Stock Purchase Plan shares moved electronically through the Direct Registration Profile Modification System between the company’s records and those of your broker.
6. What about my relationship with my broker if I chose Direct Registration?
You can maintain your relationship with your broker. Pertinent broker information will be maintained in our records as instructed by your broker.
7. Can I participate in Crescent Banking Company’s Dividend Reinvestment and Stock Purchase Plan if I own shares in Direct Registration?
Yes, your Direct Registration shares can participate in Crescent Banking Company’s Dividend Reinvestment and Stock Purchase Plan. If you do not currently have a completed and signed Plan Enrollment Form on file with the company, just download a form from our website to complete, sign and mail to us. Click here for a copy of the prospectus.
8. What happens to my dividends if I hold my shares in Direct Registration?
You have the same options for dividends as shareholders who hold certificates:
9. What are the requirements to transfer Direct Registration shares?
The requirements for transferring book-entry shares, whether they are in Direct Registration or Dividend Reinvestment and Stock Purchase Plan shares, are the same as for shares represented by a physical stock certificate, except that with book-entry shares there is no certificate to surrender. Click here to download a copy of our Stock Power. For specific instructions on how to transfer your shares, please call Shareholder Services at 678.454.2270 or 800.872.7941.
10. Can I sell my shares in Direct Registration?
Yes. Contact your broker to initiate the Direct Registration Profile Modification System electronic transfer of your Direct Registration position. Your broker will need the following information:
11. Is there a fee to participate in Direct Registration?
No. There is no fee to participate in Direct Registration.
12. If I own shares in Direct Registration, can I request a certificate? Is there a cost?
Yes, you can request a certificate at any time by sending a written and signed request to Shareholder Services to issue a physical certificate. There is no cost for this service.
13. How will I know how many shares I own?
If you own shares of Crescent Banking Company stock in certificate form, in the Dividend Reinvestment Stock Purchase Plan and/or in Direct Registration, you will receive a Statement of Ownership and Account Activity at least once a year and whenever there is activity in your account.
Please call Shareholder Services at 678.454.2270 or 800.872.7941 if you have any other questions about Direct Registration.
Crescent Banking Company is pleased to offer a Dividend Reinvestment and Stock Purchase Plan, which will allow you to conveniently invest in or increase your holdings of Crescent Banking Company common stock through a long-term investment program.
Under this convenient and economical plan, shareholders may elect to have dividends from common stock reinvested automatically in additional shares rather than receive a cash dividend. Also, shareholders may increase their investment in common stock by making optional cash contributions to the Plan. By purchasing shares through the Plan, shareholders pay no personal brokerage fees.
The Crescent Banking Company Dividend Reinvestment and Stock Purchase Plan is, of course, completely voluntary. We are pleased to offer the Plan to you, and we welcome your participation. Complete details of the services and benefits to you are explained in the Plan prospectus.
Please call us at 678-454-2270 or 800-872-7941 to request a copy of the Crescent Banking Company Dividend Reinvestment and Stock Purchase Plan prospectus, or you may e-mail your request to us at btrivedi@crescentbank.com.
On March 3, 2005, the Board of Directors of Crescent Banking Company approved the Nominating and Corporate Governance Committee Charter, the Audit Committee Charter, and the Compensation Committee Charter, each dated February 17, 2005.
Communication to Non-Management Directors
Shareholders and other parties interested in communicating with non-management directors should send their inquiries to:
| Crescent Banking Company Board of Directors | |
| John S. Dean, Sr. Retired President & CEO Amicalola Electric Membership Corporation |
Chairman |
| Cecil Pruett Former Mayor of the City of Canton |
Vice Chairman |
| Charles A. Gehrmann Retired President & CEO Mack Sales of Atlanta |
Corporate Secretary |
| J. Donald Boggus, Jr. President & CEO Crescent Bank & Trust Company |
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| Charles R. Fendley Senior Vice President & Mortgage Officer Crescent Bank & Trust Company |
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| Michael W. Lowe Chief Executive Officer Jasper Jeep Sales, Inc. |
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| Janie F. Whitfield Retired President The Bargain Barn |
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