Audit Committee

From the April 28, 2009 Proxy Statement. This is a report of the activities of 2008.

Audit Committee

     The Audit Committee has the responsibility for reviewing the scope of internal and external audit procedures, reviewing the results of internal and external audits conducted with respect to the Company and Citizens Bank and periodically reporting such results to the Board of Directors. Directors Daryl Becker, Gary C. Bruce and Stephen W. Samet are members of the Audit Committee. The Committee met six times during 2008.

From the March 29, 2010 Proxy Statement. This is a report of the activities of 2009.

Audit Committee

     The Audit Committee has the responsibility of reviewing the scope of internal and external audit procedures and reviewing the results of internal and external audits conducted with respect to the Company and Citizens Bank and periodically reporting such results to the Board of Directors. Directors Becker, Bruce, Grubb and Samet are members of the Audit Committee. The Committee met nine times during 2009.

This is from the PNBC-Inc.com website listed as Audit Committee Charter. The document is dated 3-8-11. The highlights are mine.

Other Audit Committee Responsibilities

18. Annually prepare a report to shareholders as required by the Securities and Exchange Commission. The report should be included in the Company’s annual proxy statement.
19. Receive and address those internal complaints tendered to the Committee pursuant to the Anti-Harassment Policy.
20. Perform any other activities consistent with this Charter, the Company’s by-laws, and governing law, as the Committee or the Board deems necessary or appropriate.
21. Maintain minutes of meetings and periodically report to the Board of Directors on significant results of the foregoing activities.

This is from the PNBC-Inc.com website listed, under Corporate Governance, as Whistleblower Procedures. The document is dated 3/28/2011.

Review and Retention of Complaints and Investigations

The Audit Committee will maintain a log of all complaints, tracking their receipt, investigation, and resolution. Copies of complaints and such log will be maintained in
accordance with the Company’s document retention policy. The Audit Committee will review the status of all complaints at least quarterly.

Reporting of Complaints

Persons with concerns regarding the matters identified above may report their complaints or concerns on a confidential or anonymous basis directly to any one of the individuals listed below.
If any employee of the Company does not want his or her name to be disclosed with respect to their concern, his or her communication shall specify that their name is to remain confidential with respect to the concern and is not to be disclosed except to members of the Audit Committee, as necessary to conduct an adequate review, or as may be required by applicable law.

Directors Audit Committee Members and VP – Risk Manager:
Gary Bruce, Audit Committee
Sharon Covert, Audit Committee
Stephen Samet, Audit Committee
Toni Milnes, VP – Risk Manager

How difficult would it be to obtain that log? Maybe in the 2013 trial.

Same guys doing the same thing, or just following the same leader? 

Who was the Risk Manager in 2008 and in 2009, the year when a lot of ugly things seem to have happened?

37 comments on “Audit Committee

  1. CFNB code of ethics:

    K. Purchase of Assets from the Bank
    ——————————–

    No Officer, Employee or Director, or member of their immediate family,
    shall purchase real or personal property offered for sale by the Bank
    individually or in a fiduciary or agency capacity, where such property
    is held in a trust account or has been acquired by the Bank by
    foreclosure or repossession (whether for the Bank or on behalf of
    another Bank).

  2. Why would anyone want to have an affair with a married man?? Let alone chosing TJS? Yikes…….

    • There’s some blogger on a wordpress site that lists banks in trouble and Citizens appears to have their very own page. I think its called “CapitalRisk2”?? There is a picture of Sorcic and then one with one of the Little Rascals which the blogger claims was Sorcic when he was a kid. Funny because they both have that distinctive middle hair part. lol…

  3. Let’s say that an unnamed local attorney of the bank represents the bank’s president in a suspicious real estate deal – and sets up a blind trust to cover the tracks. Is this a potential conflict of interest?

    Would such attorney be obliged to inform the bank’s board of directors? Who is the attorney’s client – the bank (including the shareholders), the directors, or the president? Whoever his client was, the lawyer should request his permission to disclose the facts. Or at least, disclose the name of his client.

    And, who paid the lawyer’s fee? The bank? The bank’s president, Tony Sorcic, by personal check? So many questions, but no answers seem to be forthcoming. We shareholders should demand an indepedent investigation. If necessary, we should foot the cost ot the investigation – we will anyway.

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