SCHEDULE 14A INFORMATION
PROXY STATEMENT PURSUANT TO SECTION 14(A) OF THE SECURITIES
EXCHANGE ACT OF 1934 (AMENDMENT NO.)
Filed by the Registrant [ x ]
Filed by a Party other than the Registrant [ ]
Check the appropriate box:
[ ] Preliminary Proxy Statement
[ ] Confidential, for Use of the Commission Only (as permitted by
Rule 14a-6(e)(2))
[x] Definitive Proxy Statement
[ ] Definitive Additional Materials
[ ] Soliciting Material Pursuant to Rule 14a-11(c) or Rule 14a-12
IBW FINANCIAL CORPORATION
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(Name of Registrant as Specified in its Charter)
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(Name of Person(s) Filing Proxy Statement, if other than the Registrant)
Payment of Filing Fee (Check the appropriate box):
[x] No fee required.
[ ] Fee computed on table below per Exchange Act Rules 14a-6(i)(4) and 0-11.
1. Title of each class of securities to which transaction applies:
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2. Aggregate number of securities to which transaction applies:
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3. Per unit price or other underlying value of transaction computed
pursuant to Exchange Act Rule 0-11 (Set forth the amount on which
the filing fee is calculated and state how it was determined):
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4. Proposed maximum aggregate value of transaction:
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5. Total Fee Paid:
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[ ] Fee paid previously with preliminary materials:
[ ] Check box if any part of the fee is offset as provided by Exchange Act
Rule 0-11(a)(2) and identify the filing for which the offsetting fee was
paid previously. Identify the previous filing by registration statement
number, or the Form or Schedule and the date of its filing.
1. Amount Previously Paid:
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2. Form, Schedule or Registration Statement No.:
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3 Filing Party:
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4. Date Filed:
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<PAGE>
IBW FINANCIAL CORPORATION
NOTICE OF ANNUAL MEETING
AND
PROXY STATEMENT
ANNUAL MEETING OF SHAREHOLDERS
APRIL 22, 1997
<PAGE>
IBW FINANCIAL CORPORATION
4812 GEORGIA AVENUE
WASHINGTON, D.C. 20011
NOTICE OF ANNUAL MEETING OF SHAREHOLDERS
TO BE HELD APRIL 22, 1997
TO THE SHAREHOLDERS OF IBW FINANCIAL CORPORATION:
NOTICE IS HEREBY GIVEN that the Annual Meeting of Shareholders of IBW
Financial Corporation, a District of Columbia corporation (the "Company"), will
be held in the Board Room at the Company's executive offices, located at 4812
Georgia Avenue, Washington, D.C., on Tuesday, April 22, 1997 at 5:00 pm for the
following purposes:
1. To elect ten (10) directors to serve until the next Annual
Meeting of Shareholders and until their successors are duly
elected and qualified;
2. To transact such other business as may properly come before
the meeting or any adjournment or postponement thereof.
Shareholders of record as of the close of business on March 31, 1997
are entitled to notice of and to vote at the Annual Meeting or any adjournment
or postponement thereof.
By Order of the Board of Directors
Clinton W. Chapman, Chairman
April 7, 1997
PLEASE SIGN, DATE AND RETURN YOUR PROXY PROMPTLY, WHETHER OR
NOT YOU PLAN TO ATTEND THE MEETING IN PERSON. NO POSTAGE IS
REQUIRED IF MAILED IN THE UNITED STATES IN THE ENCLOSED
ENVELOPE. IF YOU ATTEND THE MEETING, YOU MAY, IF YOU DESIRE,
REVOKE YOUR PROXY AND VOTE IN PERSON.
<PAGE>
IBW FINANCIAL CORPORATION
4812 GEORGIA AVENUE
WASHINGTON, DC 20011
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ANNUAL MEETING OF SHAREHOLDERS
PROXY STATEMENT
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INTRODUCTION
This Proxy Statement is furnished to shareholders of IBW Financial
Corporation, a District of Columbia corporation (the "Company"), in connection
with the solicitation of proxies by the Board of Directors of the Company for
use at the Annual Meeting of Shareholders to be held at 5:00 p.m. on April 22,
1997 (the "Annual Meeting"), and at any adjournment or postponement thereof, for
the purposes of (1) electing ten (10) directors to serve until the next Annual
Meeting of Shareholders and until their successors are duly elected and
qualified; and (2) transacting such other business as may properly come before
the Annual Meeting or any adjournment or postponement thereof.
The Annual Meeting will be held in the Board Room at the executive
offices of the Company, located at 4812 Georgia Avenue, Washington D.C.
This Proxy Statement and the accompanying form of proxy are being sent
to shareholders of the Company on or about April 7, 1997. A copy of the Annual
Report to Shareholders of IBW Financial Corporation for the year ended December
31, 1996, also accompanies this Proxy Statement.
The cost of this proxy solicitation is being borne by the Company. In
addition to the use of the mail, proxies may be solicited personally or by
telephone by officers, regular employees or directors of the Company or the
Bank, who will not be compensated for any such services. The Company may also
reimburse brokers, custodians, nominees and other fiduciaries for their
reasonable out-of-pocket and clerical costs for forwarding proxy materials to
their principals.
VOTING RIGHTS AND PROXIES
VOTING RIGHTS
Only shareholders of record at the close of business on March 31, 1997,
will be entitled to notice of and to vote at the Annual Meeting or any
adjournment or postponement thereof. On that date, the Company had outstanding
637,160 shares of common stock, par value $1.00 per share (the "Common Stock"),
constituting the only class of stock outstanding, and held by approximately 559
shareholders. Each share of Common Stock is entitled to one vote on all matters
submitted to a vote of the shareholders. Shareholders do not have the right to
cumulate votes in the election of directors. Nominees receiving a plurality of
the votes cast at the Annual Meeting in the election of directors will be
elected as director, in the order of the number of votes received. The presence,
in person or by proxy, of not less than a majority of the total number of
outstanding shares of Common Stock is necessary to constitute a quorum at the
Annual Meeting. Members of the Board of Directors, and family members thereof,
having the power to vote or direct the voting of in excess of fifty percent of
the outstanding shares of Common Stock have indicated their intention to vote in
favor of the election of all of the nominees for election as director.
PROXIES
Shares represented by proxies received by the Company will be voted in
accordance with the instructions contained therein. Shares represented by
proxies for which no instruction is given will be voted FOR the election of the
directors specified herein, and in the discretion of the holders of the proxies
on all other matters properly brought before the meeting and any adjournment or
postponement thereof. The judges of election appointed by the
<PAGE>
Board of Directors for the Annual Meeting will determine the presence of a
quorum and will tabulate the votes cast at the Annual Meeting. Abstentions will
be treated as present for purposes of determining a quorum, but as unvoted for
purposes of determining the approval of any matter submitted to the vote of
shareholders. If a broker indicates that he or she does not have discretionary
authority to vote any shares of Common Stock as to a particular matter, such
shares will be treated as present for general quorum purposes, but will not be
considered as present or voted with respect to such matter.
Shareholders are requested to sign, date, mark and return promptly the
enclosed proxy in the postage paid envelope provided for this purpose in order
to assure that their shares are voted. A proxy may be revoked at any time prior
to the voting thereof at the Annual Meeting through the granting of a later
proxy with respect to the same shares, by written notice to B. Doyle Mitchell,
Jr., President of the Company, at the address noted above, at any time prior to
the voting thereof, or by voting in person at the Annual Meeting. Attendance at
the Annual Meeting will not, in itself, revoke a proxy.
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VOTING SECURITIES AND PRINCIPAL HOLDERS THEREOF
SECURITIES OWNERSHIP OF DIRECTORS, OFFICERS AND CERTAIN BENEFICIAL OWNERS
The following table sets forth certain information as of February 28,
1997 concerning the number and percentage of shares of the Company's Common
Stock beneficially owned by its directors, nominees for director, executive
officers the compensation of which is disclosed herein, and by its directors and
all executive officers as a group, as well as information regarding each other
person known by the Company to own in excess of 5% of the outstanding Common
Stock. Except as otherwise indicated, all shares are owned directly, and the
named person possesses sole voting and sole investment power with respect to all
such shares. Except as set forth below, the Company knows of no other person or
persons, who beneficially own in excess of five percent of the Company's Common
Stock. Further, the Company is not aware of any arrangement which at a
subsequent date may result in a change of control of the Company.
<TABLE>
<CAPTION>
Name Number of Shares(1) Percent of Class
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<S> <C> <C>
Clinton W. Chapman, Esquire 11,121(2) 1.75%
George H. Windsor, Esquire 16,340(3) 2.56%
Benjamin L. King, CPA 1,176(4) *
B. Doyle Mitchell, Jr. 75,813(5) 11.90%
4812 Georgia Avenue, NW
Washington, DC 20011
Massie S. Fleming 5,533(6) *
Cynthia T. Mitchell 100,763(7) 15.81%
2029 Trumbull Terrace, NW
Washington, DC 20011
Patricia Mitchell 77,407(8) 12.15%
4812 Georgia Avenue, NW
Washington, DC 20011
Marjorie H. Parker, Ph.D 7,521 1.18%
Margaret B. Stewart 19,833 3.11%
Robert L. White 1,000(9) *
Emerson A. Williams, M.D. 3,646 *
Industrial Bank, National Association 54,720 8.59%
Employee Stock Ownership Plan
4812 Georgia Avenue, NW
Washington, DC 20011
All directors and executive 298,046(10) 46.77%(10)
officers as a group (14 persons)
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</TABLE>
* Less than one percent
(1) For purposes hereof, a person is deemed to be the beneficial owner of
securities with respect to which he has or shares voting or investment
power. Except as otherwise indicated, the named beneficial owner has
sole voting and investment power with respect to all shares
beneficially owned by such person.
(Footnotes continued on following page)
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<PAGE>
(Footnotes continued from prior page)
(2) Does not include 54,720 shares held by the Industrial Bank of
Washington Employee Stock Ownership Plan ("ESOP") as to which Mr.
Chapman is a co-trustee. Includes 4,200 shares held jointly with
spouse, as to which Mr. Chapman shares voting and investment power.
(3) Includes 16,340 shares held by a trust of which Mr. Windsor and his
spouse are trustees. Does not include 2,000 shares held by Mr.
Windsor's daughter, and as to which Mr. Windsor disclaims beneficial
ownership.
(4) Does not include 54,720 shares held by ESOP as to which Mr. King is a
co-trustee.
(5) Includes 73,813 shares held in a revocable trust of which Mr. Mitchell
is the trustee, and Mr. Mitchell's spouse and son are beneficiaries.
Does not include shares held by Mrs. Cynthia Mitchell as trustee for
Mr. Mitchell and Ms. Mitchell. Does not include 500 shares held by Mr.
Mitchell's spouse. Does not include 54,720 shares held by ESOP as to
which Mr. Mitchell is a co-trustee.
(6) Includes 533 shares held jointly with son and as to which Mrs. Fleming
shares voting and investment power.
(7) Includes shares held by three trusts of which Mrs. Mitchell is trustee,
and with respect to one of which Mr. Mitchell and Ms. Mitchell are
beneficiaries.
(8) Includes shares held in a revocable trust of which Ms. Mitchell is the
trustee, and of which Mr. Mitchell is the beneficiary. Does not include
shares held by Mrs. Cynthia Mitchell as trustee for Mr. Mitchell and
Ms. Mitchell. Ms. Mitchell is an employee of the Bank.
(9) Includes 800 shares held jointly with spouse and as to which Mr. White
shares voting and investment power.
(10) Includes 54,720 shares held by ESOP as to which Messrs. Chapman, King
and Mitchell are trustees. If these shares were not included, the
directors and executive officers as a group would beneficially own
243,326 shares, or 38.19% of the outstanding shares of Common Stock.
Does not include shares held by Ms. Mitchell.
ELECTION OF DIRECTORS
Ten (10) directors will be elected at the Annual Meeting for a one-year
period until the 1998 Annual Meeting of Shareholders and until their successors
have been elected and qualified. Each of the nominees for election as a director
currently serves as a member of the Board of Directors. Unless authority is
withheld, all proxies in response to this solicitation will be voted for the
election of the nominees listed below. Each nominee has indicated a willingness
to serve if elected. However, if any nominee becomes unable to serve, the
proxies received in response to this solicitation will be voted for a
replacement nominee selected in accordance with the best judgment of the proxy
holders named therein.
The Board of Directors recommends that shareholders vote FOR each of
the nominees to the Company's Board of Directors.
NOMINEES FOR ELECTION AS DIRECTORS
Set forth below is certain information as of the Record Date concerning
the nominees for election as director of the Company. Except as otherwise
indicated, the occupation listed has been such person's principal occupation for
at least the last five years. Each of the members of the Board of Directors of
the Company has served since the organization of the Company in 1994. The
longevity of service listed below reflects service on the Board of Directors of
Industrial Bank, National Association (the "Bank"), the Company's sole
subsidiary, including service prior to the conversion of the Bank to a national
banking association. Each of the directors of the Company also currently serves
as a director of the Bank.
CLINTON W. CHAPMAN, 71, Chairman of the Board of Directors, has served
as a director since 1984. Mr. Chapman, an attorney with Chapman & Chapman, P.C.
has been engaged in the private practice of law for more than thirty years.
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<PAGE>
GEORGE H. WINDSOR, 78, Vice Chairman of the Board of Directors, has
served as a director since 1969. Mr. Windsor, an attorney with Cobb, Howard,
Hayes and Windsor, has been in private law practice for twenty-six years.
BENJAMIN L. KING, C.P.A., 69 is Secretary of the Company and has served
as a director since 1972. Mr. King is a certified public accountant, and is
self-employed as a management and tax consultant.
B. DOYLE MITCHELL, JR., 35, President of the Company, has served as a
director since 1990. Mr. Mitchell has served as President of the Bank since
March 1993. Prior to that date, he served in various executive and
administrative positions at the Bank since 1983, including as Vice
President-Commercial Lending from 1991 to 1993 and Assistant Vice
President-Commercial Lending from 1989 to 1991. Mr. Mitchell is the son of Mrs.
Cynthia Mitchell, a director of the Bank, and the late B. Doyle Mitchell, a
founder of the Bank. Mr. Mitchell's sister, Patricia Mitchell, is a significant
shareholder and an employee of the Bank.
MASSIE S. FLEMING, 69, Executive Vice President and Chief Executive
Officer of the Company, has served as a director since 1985. Mrs. Fleming has
served as Executive Vice President and Chief Executive Officer of the Bank since
1985. Prior to that date, she served in various executive and administrative
positions at the Bank since 1959.
CYNTHIA T. MITCHELL, 70, has served as a director since 1993. Mrs.
Mitchell is retired. Until 1982 she was a teacher in the District of Columbia
public schools system. Mrs. Mitchell's late husband was a founder of the Bank.
Mrs. Mitchell's son is B. Doyle Mitchell Jr., the President of the Bank, and her
daughter Patricia Mitchell, is a significant shareholder and an employee of the
Bank.
MARJORIE H. PARKER, PhD., 80, has served as a director since 1975. Dr.
Parker is a retired educator. Until 1975 she was the Chairman of the Board of
Trustees of the University of the District of Columbia.
MARGARET B. STEWART, 77, has served as a director since 1982. Mrs.
Stewart is the owner and President of Stewart Funeral Home, Inc., and is owner
and President of Stanton Road Associates, a real estate development/brokerage
concern.
ROBERT L. WHITE, 80, has served as a director since 1982. Mr. White is
retired. Until 1989 he served as President of NAPFE, a national labor union
representing postal and federal workers.
EMERSON A. WILLIAMS, M.D., 79, has served as a director since 1975. Mr.
Williams is retired from the active practice of medicine. For many years he
served as an instructor at Howard University School of Medicine.
COMMITTEES AND MEETINGS OF THE BOARD OF DIRECTORS
The Board of Directors of the Company met twelve (12) times during
1996. All members of the Board of Directors, attended at least 75% of the
meetings held by the Board of Directors and by all committees on which such
member served during the 1996 fiscal year or any portion thereof.
The Board of Directors has a standing Audit Committee and Compensation
Committee. The Board of Directors does not have a standing Nominating Committee.
The Audit Committee, presently composed of Mrs. Fleming, Mrs. Mitchell
and Messrs. Chapman, King, Mitchell and White, is responsible for the review and
evaluation of the Company's/Bank's internal controls and accounting procedures.
It also periodically reviews audit reports with the Company's independent
auditors, and recommends the annual appointment of such auditors. During the
1996 fiscal year, the Audit Committee met five (5) times.
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<PAGE>
The Compensation Committee, presently composed of Dr. Parker, Mrs.
Stewart and Messrs. Chapman, King, Mitchell and Williams, is responsible,
together with management, for the adoption of the Bank's personnel policies and
establishing salary and compensation guidelines and levels for all Company
officers and personnel. The Committee is also responsible for annually
nominating the officers of the Bank and evaluating the performance thereof.
During the 1996 fiscal year, the Compensation Committee met once.
DIRECTORS' COMPENSATION
Each director of the Company, including directors who are full time
employees of the Company or the Bank, receives $600 for each regular meeting of
the Board of Directors attended, with the exception of Mr. Chapman, Chairman of
the Board who receives $1,500 for each regular meeting which he attends.
Additionally, directors who are not employees, serving on committees of the
Board, receive $400 for each meeting attended, except if such service is as
chairman of any committee, in which case such director receives $500 for each
meeting. Total fees paid to directors in 1996 for Board and committee meeting
attendance was $144,200.
EXECUTIVE COMPENSATION
The following table sets forth a summary of certain information
relating to the compensation of the President and the Executive Vice-President
and Chief Executive Officer of the Company. All compensation paid to Mr.
Mitchell and Mrs. Fleming was for services rendered in their capacities as
officers of the Bank. Except as disclosed below, no executive officer of the
Company or the Bank received salary and bonus in excess of $100,000 in 1996.
<TABLE>
<CAPTION>
ANNUAL COMPENSATION(1)
Other
Name and Principal Position Year Ended December 31 Salary Bonus Compensation(2)
- --------------------------- ---------------------- ------ ----- ------------
<S> <C> <C> <C> <C>
B. Doyle Mitchell 1996 $113,400 $17,955 $7,800
President & Director 1995 90,000 2,360 7,800
1994 90,000 8,075 9,600
Massie S. Fleming 1996 $91,160 $5,729 $7,800
Executive Vice President 1995 86,000 2,590 7,800
CEO, Director 1994 86,000 9,600 9,600
- ----------------------------
</TABLE>
(1) The Company does not maintain any long-term or stock-based compensation
plans.
(2) Represents fees paid for attendance at meetings of Board of Directors
and committees thereof. Does not include vehicle allowances of $4,100,
$3,842 and $3,475 in 1996, 1995 and 1994 respectively, in the case of
Mr. Mitchell, and of $5,600, $5,600 and $2,306 paid to Mrs. Fleming in
1996, 1995 and 1994, respectively. Also does not include value of
contributions to the Bank's employee stock ownership plan estimated at
$900, $1,762 and $2,501 and $885, $1,736 and $2,555 for Mr. Mitchell
and Mrs. Fleming, respectively, in 1996, 1995 and 1993. Does not
include Bank paid membership fees of approximately $350 for Mr.
Mitchell.
Employment Agreements As of December 31, 1996, neither the Bank nor the
Company had any employment agreements or other compensation contracts or other
arrangements in existence. Under the terms of the Company's loan agreement
relating to the interim capital assistance incurred in connection with the
Bank's 1994 deposit assumption transaction with the Resolution Trust Corporation
(the "RTC"), the Bank may not grant any salary increase, or pay any bonuses to,
its directors, officers or key employees, except that it may do so during and
after the second year of the interim capital assistance with the prior approval
of the RTC.
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<PAGE>
EXECUTIVE OFFICERS WHO ARE NOT DIRECTORS
Set forth below is certain information regarding persons who are
executive officers of the Company or the Bank. Except as otherwise indicated,
the occupation listed has been such person's principal occupation for at least
the last five years.
Lester Johnson, 50, was promoted to Chief Credit Officer of the Bank in
April 1995, and to Senior Vice President in January 1996. Mr. Johnson joined the
Bank as a Vice President and Commercial Loan Officer in January 1988.
David G. Poole, 60, has served as Senior Vice President-Operations of
the Bank since 1983.
Richard Williams, 37, has served as Senior Vice President-Chief Lending
Officer since July 1995. Mr. Williams joined the Bank as a Vice President and
Commercial Loan Officer in October 1988.
Thomas A. Wilson, 45, has served as Senior Vice President-Controller of
the Bank since January 1992. Prior to serving in this position he served (since
April 1986) at various times as Commercial Loan Manager and Loan Review Officer
of the Bank. Prior to joining the Bank in 1986, he served as a National Bank
Examiner with the OCC from 1974 to 1986.
CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS.
The Bank has had, and expects to have in the future, banking
transactions in the ordinary course of business with some of its and the
Company's directors, officers, and employees and their associates. In the past,
substantially all of such transactions have been on the same terms, including
interest rates, maturities and collateral requirements as those prevailing at
the time for comparable transactions with non-affiliated persons and did not
involve more than the normal risk of collectibility or present other unfavorable
features.
The maximum aggregate amount of loans to officers, directors and
affiliates of the Company during 1996 amounted to $778,000, representing
approximately 4.5% of the Company's total shareholders' equity at December 31,
1996. In the opinion of the Board of Directors, the terms of these loans are no
less favorable to the Bank than terms of the loans from the Bank to unaffiliated
parties. On December 31, 1996, no loans were outstanding to individuals who,
during 1996, were officers, directors or affiliates of the Company. At the time
each loan was made, management believed that the loan involved no more than the
normal risk of collectibility and did not present other unfavorable features.
None of such loans were classified as Substandard, Doubtful or Loss. Under the
terms of the interim capital assistance agreement, the Bank may not, during the
term of the interim capital assistance loan, make any loan or advance to the
Company or any affiliate of the Bank or Company, or enter into any transaction
(other than arm's length deposit transactions in the ordinary course of
business) with such persons.
COMPLIANCE WITH SECTION 16(A) OF THE SECURITIES EXCHANGE ACT OF 1934.
Section 16(a) of the Securities Exchange Act of 1934 requires the
Company's directors and executive officers, and persons who own more than ten
percent of the Common Stock, to file reports of ownership and changes in
ownership on Forms 3, 4 and 5 with the Securities and Exchange Commission, and
to provide the Company with copies of all Forms 3, 4, and 5 they file.
Based solely upon the Company's review of the copies of the forms which
it has received and written representations from the Company's directors,
executive officers and ten percent shareholders, the Company is not aware of any
failure of any such person to comply with the requirements of Section 16(a).
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<PAGE>
INDEPENDENT PUBLIC ACCOUNTANTS
The Board of Directors has selected Deloitte & Touche, L.L.P.,
independent public accountants, to audit the Company's financial statements for
the fiscal year ending December 31, 1997. Deloitte and Touche, L.L.P. (or its
predecessor firm, Touche Ross & Company) has audited the financial statements of
the Company since its organization and of the Bank since 1977. Representatives
of Deloitte & Touche, L.L.P. are expected to be present at the Annual Meeting
and available to respond to appropriate questions/are not expected to be present
at the Annual Meeting. The representatives also will be provided with an
opportunity to make a statement, if they desire.
FORM 10-KSB ANNUAL REPORT
THE COMPANY WILL PROVIDE, WITHOUT CHARGE, TO ANY SHAREHOLDER OF RECORD
ENTITLED TO VOTE AT THE MEETING OR ANY BENEFICIAL OWNER OF COMMON STOCK
SOLICITED HEREBY, A COPY OF ITS 1996 ANNUAL REPORT ON FORM 10-KSB FILED WITH THE
SECURITIES AND EXCHANGE COMMISSION, UPON THE WRITTEN REQUEST OF SUCH
SHAREHOLDER. REQUESTS SHOULD BE DIRECTED TO THOMAS A. WILSON, JR., SENIOR VICE
PRESIDENT AND CONTROLLER, IBW FINANCIAL CORPORATION, 4812 GEORGIA AVENUE, NW,
WASHINGTON, DC 20011.
OTHER MATTERS
The Board of Directors of the Company is not aware of any other matters
to be presented for action by shareholders at the Annual Meeting. If, however,
any other matters not now known are properly brought before the meeting or any
adjournment thereof, the persons named in the accompanying proxy will vote such
proxy in accordance with their judgment on such matters.
SHAREHOLDER PROPOSALS
All proposals or nominations for election as directors by shareholders,
to be presented for consideration at the next annual meeting must be received by
the Company no later than December 5, 1997.
By Order of the Board of Directors
Clinton W. Chapman, Chairman
April 7, 1997
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<PAGE>
FRONT REVOCABLE PROXY
IBW FINANCIAL CORPORATION
THIS PROXY IS SOLICITED ON BEHALF OF THE BOARD OF DIRECTORS
The undersigned hereby makes, constitutes and appoints Mervin O.
Parker, Sr., Ernestine G. Mann and Frances S. Wash, and each of them (with the
power of substitution), proxies for the undersigned to represent and to vote, as
designated below, all shares of common stock of IBW Financial Corporation (the
"Company ") which the undersigned would be entitled to vote if personally
present at the Company's Annual Meeting of Shareholders to be held on April 22,
1997 and at any adjournment or postponement thereof.
ELECTION OF DIRECTORS
FOR all nominees listed below (except as noted to the contrary below)
---
WITHHOLD AUTHORITY to vote for all nominees listed below
---
Nominees: Clinton W. Chapman, Esquire; George H. Windsor, Esquire;
Benjamin L. King, C.P.A.; B. Doyle Mitchell, Jr.; Massie S.
Fleming; Cynthia T. Mitchell; Marjorie H. Parker, Ph.D.;
Margaret B. Stewart; Robert L. White; Emerson A. Williams,
M.D.
(Instructions: To withhold authority to vote for any individual nominee,
write that nominee's name in the space provided below.)
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This proxy, when properly executed, will be voted in the manner directed herein
by the undersigned shareholder. If no direction is made, this proxy will be
voted FOR all of the nominees set forth above. In addition, this proxy will be
voted at the discretion of the proxy holder(s) upon any other matter which may
properly come before the Annual Meeting or any adjournment or postponement
thereof.
BACK
Important: Please date and sign your name as addressed, and return this proxy in
the enclosed envelope. When signing as executor, administrator, trustee,
guardian, etc., please give full title as such. If the shareholder is a
corporation, the proxy should be signed in the full corporate name by a duly
authorized officer whose title is stated.
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Signature of Shareholder
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Signature of Shareholder
Dated:_________________, 1997
PLEASE COMPLETE, DATE, SIGN AND MAIL THIS PROXY PROMPTLY IN THE ENCLOSED
POSTAGE-PAID ENVELOPE.
