(Mark
One)
|
|
x
|
Annual
report under Section 13 or 15(d) of the Securities Exchange Act
of
1934
|
For
fiscal year ended December
31, 2006
|
o
|
Transition
report under Section 13 or 15(d) of the Securities Exchange Act
of 1934
|
For
the transition period from _____________ to
_______________
|
COMMUNITY
CAPITAL BANCSHARES, INC.
|
(Exact
Name of Registrant as Specified in its Charter)
|
Georgia
|
58-2413468
|
|||
(State
or other jurisdiction of
incorporation
or organization)
|
(IRS
Employer Identification No.)
|
|||
2815
Meredyth Drive, Albany, GA
|
31707
|
|||
(Address
of Principal Executive Offices)
|
(Zip
Code)
|
|||
(229)
446-2265
|
||||
(Issuer’s
Telephone Number, Including Area
Code)
|
Securities
registered pursuant to Section 12(b) of the Act:
|
Common
Stock, $1.00 par value listed on The
|
NASDAQ
Stock Market LLC.
|
Securities
registered pursuant to Section 12(g) of the Act:
|
None.
|
Indicate
by check mark if the registrant is a well-known seasoned issuer,
as
defined in Rule 405 of the Securities Act.
|
Yes o No
x
|
Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Exchange Act. | Yes o No x |
Indicate by check mark whether the Registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities and Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the Registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. | Yes x No o |
Indicate by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K (229.405 of this chapter) is not contained herein, and will not be contained, to the best of registrant’s knowledge, in definitive proxy or information statements incorporated by reference in Part III of this Form 10-K or any amendment to this Form 10-K. | o |
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, or a non-accelerated filer. See definition of “accelerated filer and large accelerated filer” in Rule 12b-2 of the Exchange Act. |
Large
accelerated filer o
|
Accelerated
filer o
|
Non-accelerated
filer x
|
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). | Yes o No x |
PART
I
|
2
|
ITEM
1. DESCRIPTION
OF BUSINESS
|
2
|
ITEM
1A. RISK
FACTORS
|
17
|
ITEM
1B. UNRESOLVED
STAFF COMMENTS
|
19
|
ITEM
2. DESCRIPTION
OF PROPERTIES
|
19
|
ITEM
3. LEGAL
PROCEEDINGS
|
20
|
ITEM
4. SUBMISSION
OF MATTERS TO A VOTE OF SECURITY HOLDERS
|
20
|
PART II |
20
|
ITEM
5. MARKET
FOR REGISTRANT’S COMMON EQUITY, RELATED STOCKHOLDER MATTERS AND ISSUER
PURCHASES OF EQUITY SECURITIES
|
20
|
ITEM
6. SELECTED
FINANCIAL DATA
|
21
|
ITEM
7. MANAGEMENT’S
DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF
OPERATIONS
|
21
|
ITEM
7A. QUANTITATIVE
AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK
|
21
|
ITEM
8. FINANCIAL
STATEMENTS AND SUPPLEMENTARY DATA
|
22
|
ITEM
9. CHANGES
IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL
DISCLOSURE
|
22
|
ITEM
9A. CONTROLS
AND PROCEDURES
|
22
|
ITEM
9B. OTHER
INFORMATION
|
23
|
PART III
|
23
|
ITEM
10. DIRECTORS,
EXECUTIVE OFFICERS AND CORPORATE GOVERNANCE
|
23
|
ITEM
11. EXECUTIVE
COMPENSATION
|
23
|
ITEM
12. SECURITY
OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT
|
23
|
ITEM
13. CERTAIN
RELATIONSHIPS AND RELATED TRANSACTIONS
|
25
|
ITEM
14. PRINCIPAL
ACCOUNTANT FEES AND SERVICES
|
26
|
PART IV |
27
|
ITEM
15. EXHIBITS
AND FINANCIAL STATEMENT SCHEDULES
|
27
|
Loan
Category
|
Ratio
|
|||
Real
Estate Loans
|
80%
|
|
||
Commercial
Loans
|
16%
|
|
||
Consumer
Loans
|
4%
|
|
·
|
Commercial
Real Estate.
Commercial real estate loan terms generally are limited to five
years or
less, although payments may be structured on a longer amortization
basis.
Interest rates may be fixed or adjustable, but generally are not
fixed for
a period exceeding 60 months. The Banks normally charge an origination
fee
on these loans. We attempt to reduce credit risk on our commercial
real
estate loans by emphasizing loans on owner-occupied office and
retail
buildings where the ratio of the loan principal to the value of
the
collateral as established by independent appraisal does not exceed
85% and
net projected cash flow available for debt service equals 120%
of the debt
service requirement. In addition, from time to time the Banks require
personal guarantees from the principal owners of the property supported
by
a review of the principal owners’ personal financial statements. Risks
associated with commercial real estate loans include fluctuations
in the
value of real estate, new job creation trends, tenant vacancy rates
and
the quality of the borrower’s management. Community Capital attempts to
limit its risk by analyzing borrowers’ cash flow and collateral value on
an ongoing basis.
|
|
·
|
Construction
and Development Loans.
Construction and development loans are made both on a pre-sold
and
speculative basis. If the borrower has entered into an agreement
to sell
the property prior to beginning construction, then the loan is
considered
to be on a pre-sold basis. If the borrower has not entered into
an
agreement to sell the property prior to beginning construction,
then the
loan is considered to be on a speculative basis. Construction and
development loans are generally made with a term of nine months
and
interest is paid quarterly. The ratio of the loan principal to
the value
of the collateral as established by independent appraisal generally
does
not exceed 85%. Speculative loans are based on the borrower’s financial
strength and cash flow position. Loan proceeds are disbursed based
on the
percentage of completion and only after the project has been inspected
by
an experienced construction lender or appraiser. Risks associated
with
construction loans include fluctuations in the value of real estate
and
new job creation trends.
|
|
·
|
Residential
Real Estate.
The Banks’ residential real estate loans consist of residential first and
second mortgage loans and residential construction loans. We offer
fixed
and variable rates on our mortgages with the amortization of first
mortgages generally not to exceed 15 years and the rates not to
be fixed
for over 60 months. These loans are made consistent with the Banks’
appraisal policies and with the ratio of the loan principal to
the value
of collateral as established by independent appraisal not to exceed
90%.
We believe these loan-to-value ratios are sufficient to compensate
for
fluctuations in real estate market value and to minimize losses
that could
result from a downturn in the residential real estate market.
|
·
|
acquiring
direct or indirect ownership or control of any voting shares of any
bank
if, after the acquisition, the bank holding company will directly
or
indirectly own or control more than 5% of the bank’s voting
shares;
|
|
·
|
acquiring
all or substantially all of the assets of any bank; or
|
|
·
|
merging
or consolidating with any other bank holding
company.
|
·
|
the
bank holding company has registered securities under Section 12 of
the Securities Exchange Act of 1934; or
|
|
·
|
no
other person owns a greater percentage of that class of voting securities
immediately after the transaction.
|
·
|
banking
or managing or controlling banks; and
|
|
·
|
any
activity that the Federal Reserve determines to be so closely related
to
banking as to be a proper incident to the business of
banking.
|
·
|
factoring
accounts receivable;
|
|
·
|
making,
acquiring, brokering or servicing loans and usual related
activities;
|
|
·
|
leasing
personal or real property;
|
|
·
|
operating
a non-bank depository institution, such as a savings
association;
|
·
|
trust
company functions;
|
|
·
|
financial
and investment advisory activities;
|
|
·
|
conducting
discount securities brokerage activities;
|
|
·
|
underwriting
and dealing in government obligations and money market
instruments;
|
|
·
|
providing
specified management consulting and counseling
activities;
|
|
·
|
performing
selected data processing services and support services;
|
|
·
|
acting
as agent or broker in selling credit life insurance and other types
of
insurance in connection with credit transactions; and
|
|
·
|
performing
selected insurance underwriting
activities.
|
·
|
lending,
trust and other banking activities;
|
|
·
|
insuring,
guaranteeing, or indemnifying against loss or harm, or providing
and
issuing annuities, and acting as principal, agent, or broker for
these
purposes, in any state;
|
|
·
|
providing
financial, investment, or advisory services;
|
|
·
|
issuing
or selling instruments representing interests in pools of assets
permissible for a bank to hold directly;
|
|
·
|
underwriting,
dealing in or making a market in securities;
|
|
·
|
other
activities that the Federal Reserve may determine to be so closely
related
to banking or managing or controlling banks as to be a proper incident
to
managing or controlling banks;
|
|
·
|
foreign
activities permitted outside of the United States if the Federal
Reserve
has determined them to be usual in connection with banking operations
abroad;
|
|
·
|
merchant
banking through securities or insurance affiliates; and
|
|
·
|
insurance
company portfolio investments.
|
·
|
total
reported loans for construction, land development and other land
represent
100% or more of the institutions total capital, or
|
|
·
|
total
commercial real estate loans represent 300% or more of the institution’s
total capital, and the outstanding balance of the institution’s commercial
real estate loan portfolio has increased by 50% or more during the
prior
36 months.
|
·
|
Truth-In-Lending
Act, governing disclosures of credit terms to consumer borrowers;
|
|
·
|
Home
Mortgage Disclosure Act of 1975, requiring financial institutions
to
provide information to enable the public and public officials to
determine
whether a financial institution is fulfilling its obligation to help
meet
the housing needs of the community it serves;
|
|
·
|
Equal
Credit Opportunity Act, prohibiting discrimination on the basis of
race,
creed or other prohibited factors in extending credit;
|
|
·
|
Fair
Credit Reporting Act of 1978, as amended by the Fair and Accurate
Credit
Transactions Act, governing the use and provision of information
to credit
reporting agencies, certain identity theft protections, and certain
credit
and other disclosures;
|
|
·
|
Fair
Debt Collection Act, governing the manner in which consumer debts
may be
collected by collection agencies;
|
|
·
|
Soldiers’
and Sailors’ Civil Relief Act of 1940, as amended by the Servicemembers’
Civil Relief Act, governing the repayment terms of, and property
rights
underlying, secured obligations of persons currently on active duty
with
the United States military;
|
|
·
|
Talent
Amendment in the 2007 Defense Authorization Act, establishing a 36%
annual
percentage rate ceiling, which includes a variety of charges including
late fees, for consumer loans to military service members and their
dependents; and
|
|
·
|
rules
and regulations of the various federal banking regulators charged
with the
responsibility of implementing these federal
laws.
|
·
|
Truth-In-Savings
Act, requiring certain disclosures for consumer deposit
accounts;
|
|
·
|
Right
to Financial Privacy Act, which imposes a duty to maintain confidentiality
of consumer financial records and prescribes procedures for complying
with
administrative subpoenas of financial records;
|
|
·
|
Electronic
Funds Transfer Act and Regulation E issued by the Federal Reserve
to
implement that act, which govern automatic deposits to and withdrawals
from deposit accounts and customers’ rights and liabilities arising from
the use of automated teller machines and other electronic banking
services; and
|
|
·
|
rules
and regulations of the various federal banking regulators charged
with the
responsibility of implementing these federal
laws.
|
·
|
a
bank’s loans or extensions of credit to affiliates;
|
|
·
|
a
bank’s investment in affiliates;
|
|
·
|
assets
a bank may purchase from affiliates, except for real and personal
property
exempted by the Federal Reserve;
|
|
·
|
loans
or extensions of credit to third parties collateralized by the securities
or obligations of affiliates; and
|
|
·
|
a
bank’s guarantee, acceptance or letter of credit issued on behalf of an
affiliate.
|
·
|
raising
the coverage level for qualifying retirement accounts to $250,000,
subject
to future indexing;
|
|
·
|
authorizing
the FDIC and the National Credit Union Administration to index deposit
insurance coverage for inflation, for standard accounts and qualifying
retirement accounts, every five years beginning April 1,
2007;
|
|
·
|
prohibiting
undercapitalized financial institutions from accepting employee benefit
plan deposits;
|
·
|
merging
the Bank Insurance Fund and Savings Association Insurance Fund into
a new
Deposit Insurance Fund (the DIF); and
|
|
·
|
providing
credits to financial institutions that capitalized the FDIC prior
to 1996
to offset future assessment
premiums.
|
Lee
County Branch Office
|
Downtown
Albany Branch
|
1533-B
Highway 19 S
|
241
Pine Avenue
|
Leesburg,
GA 31763
|
Albany,
GA, 31701
|
5-year
operating lease
|
30-year
capital lease
|
1,500
square feet
|
2,500
square feet
|
Market
Rate Change
(Immediate)
|
Effect
on Net Interest
Income
|
|
+200
bps
|
1.83%
|
|
+100
bps
|
1.10%
|
|
-
100 bps
|
-.67%
|
|
-200
bps
|
-2.88%
|
§
|
Report
of Independent Registered Public Accounting Firm
|
|
§
|
Consolidated
balance sheets as of December 31, 2006 and 2005
|
|
§
|
Consolidated
statements of income for the years ended December 31, 2006, 2005
and 2004
|
|
§
|
Consolidated
statements of comprehensive income for the years ended December 31,
2006,
2005 and 2004
|
|
§
|
Consolidated
statements of stockholders’ equity for the years ended December 31, 2006,
2005 and 2004
|
|
§
|
Consolidated
statements of cash flows for the years ended December 31, 2006, 2005
and
2004
|
|
§
|
Notes
to consolidated financial
statements
|
·
|
Community
Capital Bancshares, Inc. 1998 Stock Incentive Plan
|
|
·
|
Community
Capital Bancshares, Inc. 2000 Outside Directors’ Stock Option
Plan
|
|
·
|
Community
Capital Bancshares, Inc. Non-qualified Stock Option Agreement with
Charles M. Jones, III
|
|
·
|
Community
Capital Bancshares, Inc. 2006 Employee Stock Purchase
Plan
|
|
·
|
Community
Capital Bancshares, Inc. Non-qualified Stock option agreements with
David
Baranko, David Guillebeau, Paul Joiner, Rosa Ramsey, and LaDonna
Urick.
|
Number
of securities
to
be issued upon
exercise
of
outstanding
options
and
warrants
|
Weighted-average
exercise
price of outstanding options
and
warrants
|
Number
of securities remaining available
for
future
issuance
under
the
equity
compensation
plans (excluding shares
subject
to outstanding options)
|
||||||||
Equity
compensation plans approved by security holders
|
151,653
|
$
|
9.91
|
72,608
|
||||||
Equity
compensation plans not approved by security holders
|
257,137
|
$
|
7.68
|
7,364
|
||||||
Total
|
408,790
|
$
|
8.51
|
79,972
|
Exhibit
Number
|
Exhibit |
3.1
|
Articles
of Incorporation. (Incorporated herein by reference to exhibit of
same
number in Community Capital’s Registration Statement on Form SB-2,
Registration No. 333-68307, filed December 3, 1998.)
|
3.2
|
Bylaws.
(Incorporated herein by reference to exhibit of same number in Community
Capital’s Registration Statement on Form SB-2, Registration No. 333-68307,
filed December 3, 1998.)
|
4.1
|
Instruments
Defining the Rights of Security Holders. See Articles of Incorporation
at
Exhibit 3.1 hereto and Bylaws at Exhibit 3.2 hereto.
|
4.2
|
Amended
and Restated Declaration of Trust. (Incorporated herein by reference
to
exhibit of the same number in Community Capital's Quarterly Report
on Form
10-QSB for the period ended March 31, 2003 (File no. 000-25345),
filed May
15, 2003.)
|
4.3
|
Indenture
Agreement. (Incorporated herein by reference to exhibit of the same
number
in Community Capital's Quarterly Report on Form 10-QSB for the period
ended March 31, 2003 (File no. 000-25345), filed May 15,
2003.)
|
4.4
|
Guarantee
Agreement. (Incorporated herein by reference to exhibit of the same
number
in Community Capital's Quarterly Report on Form 10-QSB for the period
ended March 31, 2003 (File no. 000-25345), filed May 15,
2003.)
|
10.3*
|
Employment
Agreement dated September 13, 2004, among Albany Bank & Trust, N.A.,
Community Capital Bancshares, Inc. and Robert E. Lee. (Incorporated
by
reference to exhibit of same number in Community Capital's Quarterly
Report on Form 10-QSB for the quarterly period ended September 30,
2004
(File no. 000-25345), filed November 15, 2004.)
|
10.4*
|
Employment
Agreement dated September 13, 2004, among Albany Bank & Trust, N.A.,
Community Capital Bancshares, Inc. and David C. Guillebeau. (Incorporated
by reference to exhibit of same number in Community Capital's Quarterly
Report on Form 10-QSB for the quarterly period ended September 30,
2004
(File no. 000-25345), filed November 15, 2004.)
|
10.5
|
Form
of Community Capital Bancshares, Inc. Organizers’ Warrant Agreement.
(Incorporated herein by reference to exhibit of same number in Commuity
Capital’s Amendment No. 1 to Registration Statement on Form SB-2,
Registration No. 333-68307, filed February 2,
1999.)
|
10.6*
|
Community
Capital Bancshares, Inc. Amended and Restated 1998 Stock Incentive
Plan.
(Incorporated by reference to exhibit of same number in Community
Capital’s Amendment No. 2 to Registration Statement on Form SB-2,
Registration No. 333-68307, filed February 2, 1999.)
|
10.7*
|
Form
of Community Capital Bancshares, Inc. Incentive Stock Option Award.
(Incorporated herein by reference to exhibit of same number in Community
Capital’s Registration Statement on Form SB-2, Registration No. 333-68307,
filed December 3, 1998.)
|
10.8*
|
Community
Capital Bancshares, Inc. 2000 Outside Directors’ Stock Option Plan.
(Incorporated by reference to exhibit of same number in Community
Capital’s Quarterly Report on Form 10-QSB for the quarterly period ended
September 30, 2000 (File no. 000-25345), filed November 14,
2000.)
|
10.9*
|
Community
Capital Bancshares, Inc. Non-Qualified Stock Option Agreement with
Charles
Jones, dated November 15, 1999. (Incorporated by reference to exhibit
of
same number in Community Capital’s Quarterly Report on Form 10-QSB for the
quarterly period ended September 30, 2000 (File no. 000-25345), filed
November 14, 2000.)
|
10.10*
|
Community
Capital Bancshares, Inc. Non-Qualified Stock Option Agreement with
Richard
Bishop, dated April 11, 2000. (Incorporated by reference to exhibit
of
same number in Community Capital’s Quarterly Report on Form 10-QSB for the
quarterly period ended September 30, 2000 (File no. 000-25345), filed
November 14, 2000.)
|
10.11*
|
First
Amendment to the Community Capital Bancshares, Inc. 1998 Stock Incentive
Plan. (Incorporated by referece to exhibit of same number in Community
Capital's Form 10-KSB (File no. 000-25345), filed March 26,
2002.)
|
10.12*
|
First
Amendment to the Community Capital Bancshares, Inc. 2000 Outside
Directors’ Stock Option Plan. (Incorporated by referece to exhibit of same
number in Community Capital's Form 10-KSB (File no. 000-25345), filed
March 26, 2002.)
|
10.13*
|
Community
Capital Bancshares, Inc. Restated Employee Stock Purchase Plan.
(Incorporated by referece to exhibit of same number in Community
Capital's
Form 10-KSB (File no. 000-25345), filed March 26,
2002.)
|
10.14
|
Agreement
and Plan of Merger by and between First Bank of Dothan, Inc. and
Community
Capital Bancshares, Inc., dated as of July 2, 2003. (Incorporated
by
reference to Exhibit 99.1 in Community Capital's Current Report on
Form
8-K (File no. 000-25345), filed July 7, 2003.)
|
10.15*
|
Employment
Agreement dated September 13, 2004, among Albany Bank & Trust, N.A.,
Community Capital Bancshares, Inc. and David J. Baranko. (Incorporated
by
reference to exhibit of same number in Community Capital's Quarterly
Report on Form 10-QSB for the quarterly period ended September 30,
2004
(File no. 000-25345), filed November 15,
2004.)
|
10.16*
|
Employment
Agreement dated September 13, 2004, among Albany Bank & Trust, N.A.,
Community Capital Bancshares, Inc. and Paul E. Joiner, Jr. (Incorporated
by reference to Community Capital's Current Report on Form 8-K (File
no. 000-25345), filed December 7, 2004.)
|
10.17*
|
Salary
Continuation Agreement dated September 13, 2004, among Albany Bank
&
Trust, N.A., Community Capital Bancshares, Inc. and Robert E. Lee.
(Incorporated by reference to Community Capital’s Form 10-KSB (000-25345),
filed March 30, 2005.)
|
10.18*
|
Salary
Continuation Agreement dated September 13, 2004, among Albany Bank
&
Trust, N.A., Community Capital Bancshares, Inc. and Paul E. Joiner,
Jr.
(Incorporated by reference to Community Capital’s Form 10-KSB (000-25345),
filed March 30, 2005.)
|
10.19*
|
Separation
Agreement and General Release dated March 30, 2006, among Albany
Bank
& Trust, N.A., Community Capital Bancshares, Inc. and Robert E.
Lee.
|
10.20*
|
Community
Capital Bancshares, Inc. 2006 Employee Stock Purchase Plan (Incorporated
by reference to Community Capital’s Form 10-KSB (000-25345) filed April
14, 2006.)
|
10.21
|
Separation
Proposal dated June 1, 2006 between Community Capital Bancshares,
Inc. and
Atlantic Holdings, Inc. and its proposed federal savings bank, Atlantic
Bank & Trust (in organization). (Incorporated by reference to
Community Capital’s Current Report on Form 8-K (File no. 000-25345), filed
June 8, 2006.)
|
10.22
|
Agreement
by and between Albany Bank and Trust, N.A., Albany, Georgia and The
Comptroller of the Currency dated July 27, 2006. (Incorporated by
reference to Community Capital’s Quarterly Report on Form 10-Q (File no.
000-25345) filed August 14, 2006.)
|
10.23
|
Agreement
by and between AB&T National Bank, Dothan, Alabama and The Comptroller
of the Currency dated July 27, 2006. (Incorporated by reference to
Community Capital’s Quarterly Report on Form 10-Q (File no. 000-25345)
filed August 14, 2006.)
|
10.24*
|
Employment
Agreement by and among Albany Bank & Trust, N.A., Community Capital
Bancshares, Inc. and John H. Monk, Jr., dated August 28, 2006.
(Incorporated by reference to Community Capital’s Current Report on Form
8-K (File no. 000-25445) filed August 31, 2006.)
|
10.25*
|
Employment
Agreement by and among AB&T National Bank, Community Capital
Bancshares, Inc. and Keith G. Beckham, dated September 21, 2006.
(Incorporated by reference to Community Capital’s Current Report on Form
8-K (File no. 000-25445) filed September 29, 2006.)
|
13.1
|
Community
Capital Bancshares, Inc. 2006 Annual Report to Shareholders. Except
with
respect to those portions specifically incorporated by reference
into this
Report, Community Capital’s 2007 Annual Report to Shareholders is not
deemed to be filed as part of this Report.
|
21.1
|
Subsidiaries
of Community Capital Bancshares, Inc.
|
23.1
|
Consent
of Mauldin & Jenkins, LLC
|
24.1
|
Power
of Attorney (appears on the signature pages to this Annual Report
on
10-K).
|
31.1
|
Certification
of the Chief Executive Officer pursuant to Section 302 of the
Sarbanes-Oxley Act of 2002
|
31.2
|
Certification
of the Chief Financial Officer pursuant to Section 302 of the
Sarbanes-Oxley Act of 2002
|
32.1
|
Certification
Pursuant to 18 U.S.C. Section 1350 as adopted pursuant to Section
906 of
the Sarbanes-Oxley Act of 2002
|
COMMUNITY CAPITAL BANCSHARES, INC. | |||
By:
|
/s/
John H. Monk,
Jr.
|
||
John
H. Monk, Jr.
|
|||
Principal
Executive Officer
|
|||
|
Date:
|
April 16, 2007 |
Signature |
Title
|
Date
|
||||
/s/
Keith G. Beckham
|
Director
|
April
16, 2007
|
||||
Keith
G. Beckham
|
||||||
/s/
Bennett D. Cotten, Jr.
|
Director
|
April
16, 2007
|
||||
Bennett
D. Cotten, Jr.
|
||||||
/s/
Glenn A. Dowling
|
Director
|
April
16, 2007
|
||||
Glenn
A. Dowling
|
||||||
/s/
Mary Helen Dykes
|
Director
|
April
16, 2007
|
||||
Mary
Helen Dykes
|
||||||
/s/
Charles M. Jones, III
|
Chairman
of the Board
|
April
16, 2007
|
||||
Charles
M. Jones, III
|
/s/
Van Cise Knowles
|
Director
|
April
16, 2007
|
||||
Van
Cise Knowles
|
||||||
/s/
C. Richard Langley
|
Director
|
April
16, 2007
|
||||
C.
Richard Langley
|
||||||
/s/
William F. McAfee
|
Director
|
April
16, 2007
|
||||
William
F. McAfee
|
||||||
/s/
John H. Monk, Jr.
|
President
and Chief
Executive Officer, Director
|
April
16, 2007
|
||||
John
H. Monk, Jr.
|
|
|||||
/s/
Mark M. Shoemaker
|
Director
|
April
16, 2007
|
||||
Mark
M. Shoemaker
|
||||||
/s/
Jane Anne D. Sullivan
|
Director
|
April
16, 2007
|
||||
Jane
Anne D. Sullivan
|
||||||
/s/
John P. Ventulett, Jr.
|
Director
|
April
16, 2007
|
||||
John
P. Ventulett, Jr.
|
||||||
/s/
Lawrence B. Willson
|
Director
|
April
16, 2007
|
||||
Lawrence
B. Willson
|
||||||
/s/
James D. Woods
|
Director
|
April
16, 2007
|
||||
James
D. Woods
|
||||||
/s/
David J. Baranko
|
Chief
Financial Officer (Principal
Financial and
|
April
16,2007
|
||||
David
J. Baranko
|
Accounting
Officer)
|
Exhibit
Number
|
Exhibit |
3.1
|
Articles
of Incorporation. (Incorporated herein by reference to exhibit of
same
number in Community Capital’s Registration Statement on Form SB-2,
Registration No. 333-68307, filed December 3, 1998.)
|
3.2
|
Bylaws.
(Incorporated herein by reference to exhibit of same number in Community
Capital’s Registration Statement on Form SB-2, Registration No. 333-68307,
filed December 3, 1998.)
|
4.1
|
Instruments
Defining the Rights of Security Holders. See Articles of Incorporation
at
Exhibit 3.1 hereto and Bylaws at Exhibit 3.2 hereto.
|
4.2
|
Amended
and Restated Declaration of Trust. (Incorporated herein by reference
to
exhibit of the same number in Community Capital's Quarterly Report
on Form
10-QSB for the period ended March 31, 2003 (File no. 000-25345),
filed May
15, 2003.)
|
4.3
|
Indenture
Agreement. (Incorporated herein by reference to exhibit of the same
number
in Community Capital's Quarterly Report on Form 10-QSB for the period
ended March 31, 2003 (File no. 000-25345), filed May 15,
2003.)
|
4.4
|
Guarantee
Agreement. (Incorporated herein by reference to exhibit of the same
number
in Community Capital's Quarterly Report on Form 10-QSB for the period
ended March 31, 2003 (File no. 000-25345), filed May 15,
2003.)
|
10.3*
|
Employment
Agreement dated September 13, 2004, among Albany Bank & Trust, N.A.,
Community Capital Bancshares, Inc. and Robert E. Lee. (Incorporated
by
reference to exhibit of same number in Community Capital's Quarterly
Report on Form 10-QSB for the quarterly period ended September 30,
2004
(File no. 000-25345), filed November 15, 2004.)
|
10.4*
|
Employment
Agreement dated September 13, 2004, among Albany Bank & Trust, N.A.,
Community Capital Bancshares, Inc. and David C. Guillebeau. (Incorporated
by reference to exhibit of same number in Community Capital's Quarterly
Report on Form 10-QSB for the quarterly period ended September 30,
2004
(File no. 000-25345), filed November 15, 2004.)
|
10.5
|
Form
of Community Capital Bancshares, Inc. Organizers’ Warrant Agreement.
(Incorporated herein by reference to exhibit of same number in Commuity
Capital’s Amendment No. 1 to Registration Statement on Form SB-2,
Registration No. 333-68307, filed February 2,
1999.)
|
10.6*
|
Community
Capital Bancshares, Inc. Amended and Restated 1998 Stock Incentive
Plan.
(Incorporated by reference to exhibit of same number in Community
Capital’s Amendment No. 2 to Registration Statement on Form SB-2,
Registration No. 333-68307, filed February 2,
1999.)
|
10.7*
|
Form
of Community Capital Bancshares, Inc. Incentive Stock Option Award.
(Incorporated herein by reference to exhibit of same number in Community
Capital’s Registration Statement on Form SB-2, Registration No. 333-68307,
filed December 3, 1998.)
|
10.8*
|
Community
Capital Bancshares, Inc. 2000 Outside Directors’ Stock Option Plan.
(Incorporated by reference to exhibit of same number in Community
Capital’s Quarterly Report on Form 10-QSB for the quarterly period ended
September 30, 2000 (File no. 000-25345), filed November 14,
2000.)
|
10.9*
|
Community
Capital Bancshares, Inc. Non-Qualified Stock Option Agreement with
Charles
Jones, dated November 15, 1999. (Incorporated by reference to exhibit
of
same number in Community Capital’s Quarterly Report on Form 10-QSB for the
quarterly period ended September 30, 2000 (File no. 000-25345), filed
November 14, 2000.)
|
10.10*
|
Community
Capital Bancshares, Inc. Non-Qualified Stock Option Agreement with
Richard
Bishop, dated April 11, 2000. (Incorporated by reference to exhibit
of
same number in Community Capital’s Quarterly Report on Form 10-QSB for the
quarterly period ended September 30, 2000 (File no. 000-25345), filed
November 14, 2000.)
|
10.11*
|
First
Amendment to the Community Capital Bancshares, Inc. 1998 Stock Incentive
Plan. (Incorporated by referece to exhibit of same number in Community
Capital's Form 10-KSB (File no. 000-25345), filed March 26,
2002.)
|
10.12*
|
First
Amendment to the Community Capital Bancshares, Inc. 2000 Outside
Directors’ Stock Option Plan. (Incorporated by referece to exhibit of same
number in Community Capital's Form 10-KSB (File no. 000-25345), filed
March 26, 2002.)
|
10.13*
|
Community
Capital Bancshares, Inc. Restated Employee Stock Purchase Plan.
(Incorporated by referece to exhibit of same number in Community
Capital's
Form 10-KSB (File no. 000-25345), filed March 26,
2002.)
|
10.14
|
Agreement
and Plan of Merger by and between First Bank of Dothan, Inc. and
Community
Capital Bancshares, Inc., dated as of July 2, 2003. (Incorporated
by
reference to Exhibit 99.1 in Community Capital's Current Report on
Form
8-K (File no. 000-25345), filed July 7, 2003.)
|
10.15*
|
Employment
Agreement dated September 13, 2004, among Albany Bank & Trust, N.A.,
Community Capital Bancshares, Inc. and David J. Baranko. (Incorporated
by
reference to exhibit of same number in Community Capital's Quarterly
Report on Form 10-QSB for the quarterly period ended September 30,
2004
(File no. 000-25345), filed November 15, 2004.)
|
10.16*
|
Employment
Agreement dated September 13, 2004, among Albany Bank & Trust, N.A.,
Community Capital Bancshares, Inc. and Paul E. Joiner, Jr. (Incorporated
by reference to Community Capital's Current Report on Form 8-K (File
no. 000-25345), filed December 7,
2004.)
|
10.17*
|
Salary
Continuation Agreement dated September 13, 2004, among Albany Bank
&
Trust, N.A., Community Capital Bancshares, Inc. and Robert E. Lee.
(Incorporated by reference to Community Capital’s Form 10-KSB (000-25345),
filed March 30, 2005.)
|
10.18*
|
Salary
Continuation Agreement dated September 13, 2004, among Albany Bank
&
Trust, N.A., Community Capital Bancshares, Inc. and Paul E. Joiner,
Jr.
(Incorporated by reference to Community Capital’s Form 10-KSB (000-25345),
filed March 30, 2005.)
|
10.19*
|
Separation
Agreement and General Release dated March 30, 2006, among Albany
Bank
& Trust, N.A., Community Capital Bancshares, Inc. and Robert E.
Lee.
|
10.20*
|
Community
Capital Bancshares, Inc. 2006 Employee Stock Purchase Plan (Incorporated
by reference to Community Capital’s Form 10-KSB (000-25345) filed April
14, 2006.)
|
10.21
|
Separation
Proposal dated June 1, 2006 between Community Capital Bancshares,
Inc. and
Atlantic Holdings, Inc. and its proposed federal savings bank, Atlantic
Bank & Trust (in organization). (Incorporated by reference to
Community Capital’s Current Report on Form 8-K (File no. 000-25345), filed
June 8, 2006.)
|
10.22
|
Agreement
by and between Albany Bank and Trust, N.A., Albany, Georgia and The
Comptroller of the Currency dated July 27, 2006. (Incorporated by
reference to Community Capital’s Quarterly Report on Form 10-Q (File no.
000-25345) filed August 14, 2006.)
|
10.23
|
Agreement
by and between AB&T National Bank, Dothan, Alabama and The Comptroller
of the Currency dated July 27, 2006. (Incorporated by reference to
Community Capital’s Quarterly Report on Form 10-Q (File no. 000-25345)
filed August 14, 2006.)
|
10.24*
|
Employment
Agreement by and among Albany Bank & Trust, N.A., Community Capital
Bancshares, Inc. and John H. Monk, Jr., dated August 28, 2006.
(Incorporated by reference to Community Capital’s Current Report on Form
8-K (File no. 000-25445) filed August 31, 2006.)
|
10.25*
|
Employment
Agreement by and among AB&T National Bank, Community Capital
Bancshares, Inc. and Keith G. Beckham, dated September 21, 2006.
(Incorporated by reference to Community Capital’s Current Report on Form
8-K (File no. 000-25445) filed September 29, 2006.)
|
13.1
|
Community
Capital Bancshares, Inc. 2006 Annual Report to Shareholders. Except
with
respect to those portions specifically incorporated by reference
into this
Report, Community Capital’s 2007 Annual Report to Shareholders is not
deemed to be filed as part of this Report.
|
21.1
|
Subsidiaries
of Community Capital Bancshares, Inc.
|
23.1
|
Consent
of Mauldin & Jenkins, LLC
|
24.1
|
Power
of Attorney (appears on the signature pages to this Annual Report
on
10-K).
|
31.1
|
Certification
of the Chief Executive Officer pursuant to Section 302 of the
Sarbanes-Oxley Act of 2002
|
31.2
|
Certification
of the Chief Financial Officer pursuant to Section 302 of the
Sarbanes-Oxley Act of 2002
|
32.1
|
Certification
Pursuant to 18 U.S.C. Section 1350 as adopted pursuant to Section
906 of
the Sarbanes-Oxley Act of 2002
|