SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 11-K
[X] ANNUAL REPORT PURSUANT TO SECTION 15(D) OF THE SECURITIES EXCHANGE ACT OF
1934 [FEE REQUIRED]
For the fiscal year ended December 31, 1996
OR
[ ] TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE
ACT OF 1934 [NO FEE REQUIRED]
For the transition period from to .
Commission file number: 1-9047
A. Full title of the Plan:
The Rockland Trust Company Employee Savings
and Profit Sharing Plan and Trust
B. Name of the issuer of the securities held pursuant to the Plan and the
address of its principal executive office:
Independent Bank Corp.
288 Union Street
Rockland, Massachusetts 02370
As filed on June 30, 1997
<PAGE>
Item 1. Financial Statements and Exhibits.
(a) Financial statements (filed in Exhibit 1 hereto);
Report of independent Public Accountants
Statements as to Net Assets Available for Plan Benefits as of December 31,
1996 and 1995
Statement of Changes in Net Assets Available for Plan Benefits for the year
ended December 31, 1996
Notes to Financial Statements
(b) Exhibits:
1. Financial statements required by Item 1(a)
2. Consent of independent auditors
<PAGE>
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
administrators have duly caused this annual report to be signed by the
undersigned thereunto duly authorized.
ROCKLAND TRUST COMPANY
EMPLOYEE SAVINGS AND
PROFIT SHARING PLAN AND TRUST
June 30, 1997 /s/ S. Lee Miller
---------------------------
S. Lee Miller
Administrator
June 30, 1997 /s/ Richard J. Seaman
---------------------------
Richard J. Seaman
Administrator
June 30, 1997 /s/ Raymond G. Fuerschbach
----------------------------
Raymond G. Fuerschbach
Administrator
<PAGE>
Exhibit 1
Financial Statements
<PAGE>
THE ROCKLAND TRUST COMPANY
EMPLOYEE SAVINGS AND PROFIT
SHARING PLAN AND TRUST
FINANCIAL STATEMENTS
AS OF DECEMBER 31, 1996 AND 1995
TOGETHER WITH AUDITORS' REPORT
<PAGE>
THE ROCKLAND TRUST COMPANY
EMPLOYEE SAVINGS AND PROFIT
SHARING PLAN AND TRUST
INDEX
PAGE
REPORT OF INDEPENDENT PUBLIC ACCOUNTANTS 1
STATEMENTS OF NET ASSETS AVAILABLE FOR BENEFITS
AS OF DECEMBER 31, 1996 AND 1995 2
STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS,
WITH INVESTMENT OPTION INFORMATION, FOR THE YEAR ENDED
DECEMBER 31, 1996 3
NOTES TO FINANCIAL STATEMENTS 4-8
ITEM 27a--SCHEDULE OF ASSETS HELD FOR INVESTMENT PURPOSES
AS OF DECEMBER 31, 1996 9-13
ITEM 27d--SCHEDULE OF REPORTABLE TRANSACTIONS
FOR THE YEAR ENDED DECEMBER 31, 1996 14
<PAGE>
REPORT OF INDEPENDENT PUBLIC ACCOUNTANTS
To the Profit Sharing Committee of
The Rockland Trust Company Employee Savings
and Profit Sharing Plan and Trust:
We have audited the accompanying statements of net assets available for benefits
of The Rockland Trust Company Employee Savings and Profit Sharing Plan and Trust
as of December 31, 1996 and 1995, and the related statement of changes in net
assets available for benefits, with investment option information, for the year
ended December 31, 1996. These financial statements and the schedules referred
to below are the responsibility of the Plan's management. Our responsibility is
to express an opinion on these financial statements and schedules based on our
audits.
We conducted our audits in accordance with generally accepted auditing
standards. Those standards require that we plan and perform the audit to obtain
reasonable assurance about whether the financial statements are free of material
misstatement. An audit includes examining, on a test basis, evidence supporting
the amounts and disclosures in the financial statements. An audit also includes
assessing the accounting principles used and significant estimates made by
management, as well as evaluating the overall financial statement presentation.
We believe that our audits provide a reasonable basis for our opinion.
In our opinion, the financial statements referred to above present fairly, in
all material respects, the net assets available for benefits of the Plan as of
December 31, 1996 and 1995, and the changes in its net assets available for
benefits, with investment option information, for the year ended December 31,
1996, in conformity with generally accepted accounting principles.
Our audits were performed for the purpose of forming an opinion on the basic
financial statements taken as a whole. The supplemental schedules of assets held
for investment purposes and reportable transactions are presented for the
purpose of additional analysis and are not a required part of the basic
financial statements but are supplementary information required by the
Department of Labor Rules and Regulations for Reporting and Disclosure under the
Employee Retirement Income Security Act of 1974. The investment option
information in the statement of changes in net assets available for benefits is
presented for purposes of additional analysis rather than to present the changes
in net assets available for benefits of each fund. The supplemental schedules
and investment option information have been subjected to the auditing procedures
applied in the audits of the basic financial statements and, in our opinion, are
fairly stated, in all material respects, in relation to the basic financial
statements taken as a whole.
Boston, Massachusetts
June 10, 1997
1
<PAGE>
THE ROCKLAND TRUST COMPANY
EMPLOYEE SAVINGS AND PROFIT
SHARING PLAN AND TRUST
STATEMENTS OF NET ASSETS AVAILABLE FOR BENEFITS
AS OF DECEMBER 31, 1996 AND 1995
1996 1995
ASSETS:
Investments, at quoted market value (Note 3)-
Interest-bearing deposits $ 662,319 $ 269,384
Savings and certificates of deposit 1,053,485 1,064,624
U.S. Government securities 969,705 1,239,050
Corporate-
Obligations - 344,655
Common stocks 5,079,964 2,882,403
Mutual funds-
Bonds 452,623 829,554
Equity 2,905,810 2,268,091
Loans to participants 259,494 136,504
----------- ----------
11,383,400 9,034,265
Cash 9,474 378
Accrued income receivable 67,179 81,052
Contributions receivable from employer 79,022 84,583
----------- ----------
Total assets 11,539,075 9,200,278
----------- ----------
LIABILITIES:
Accrued expenses 12,832 -
----------- ----------
NET ASSETS AVAILABLE FOR BENEFITS (Notes 2 and 6) $11,526,243 $9,200,278
=========== ==========
The accompanying notes are an integral part of these financial statements.
2
<PAGE>
THE ROCKLAND TRUST COMPANY
EMPLOYEE SAVINGS AND PROFIT
SHARING PLAN AND TRUST
STATEMENT OF CHANGES IN NET ASSETS AVAILABLE
FOR BENEFITS, WITH INVESTMENT OPTION INFORMATION,
FOR THE YEAR ENDED DECEMBER 31, 1996
<TABLE>
<CAPTION>
Pathmark Independent
Wright Pathmark Growth and Bank Corp. Certificate of
Balanced Growth Income Stock Deposit
Portfolio Portfolio Portfolio Portfolio Portfolio Loan Fund Total
<S> <C> <C> <C> <C> <C> <C> <C>
ADDITIONS:
Voluntary contributions by participants $ 242,638 $ 200,180 $ 56,180 $ 248,459 $ 97,931 $ - $ 845,388
Contributions by sponsor 90,834 68,380 23,751 91,194 31,675 - 305,834
Interest and dividend income 190,099 189,996 53,112 56,420 69,570 - 559,197
Interest on participant loans 2,660 2,666 575 5,142 284 - 11,327
Net appreciation in fair value of investments 331,215 233,198 24,308 666,371 - - 1,255,092
Transfers between investment options 19,563 490,082 138,809 125,098 11,999 207,415 992,966
---------- ---------- -------- ---------- ----------- -------- -----------
Total additions 877,009 1,184,502 296,735 1,192,684 211,459 207,415 3,969,804
---------- ---------- -------- ---------- ----------- -------- -----------
DEDUCTIONS:
Amounts paid to participants (Note 1) 225,247 160,568 103,205 100,452 55,415 5,986 650,873
Transfers between investment options 456,709 31,181 82,594 205,563 135,470 81,449 992,966
---------- ---------- -------- ---------- ----------- -------- -----------
Total deductions 681,956 191,749 185,799 306,015 190,885 87,435 1,643,839
---------- ---------- -------- ---------- ----------- -------- -----------
BALANCE, BEGINNING OF YEAR 4,081,600 1,776,120 621,438 1,467,514 1,117,102 136,504 9,200,278
---------- ---------- -------- ---------- ----------- -------- -----------
BALANCE, END OF YEAR $4,276,653 $2,768,873 $732,374 $2,354,183 $1,137,676 $256,484 $11,526,243
========== ========== ======== ========== ========== ======== ===========
</TABLE>
The accompanying notes are an integral part of these financial statements.
3
<PAGE>
THE ROCKLAND TRUST COMPANY
EMPLOYEE SAVINGS AND PROFIT
SHARING PLAN AND TRUST
NOTES TO FINANCIAL STATEMENTS
DECEMBER 31, 1996
(1) DESCRIPTION OF THE PLAN
The Rockland Trust Company Employee Savings and Profit Sharing Plan and
Trust (the Plan) was created on September 9, 1971 and restated effective
January 1, 1989. Effective January 1, 1994, the Plan was amended to include
provisions of the Internal Revenue Code (IRC) Section 401(k) and the Tax
Reform Act of 1986. The major changes in the amendment affected vesting
requirements, contributions and investment selections. The Plan covers
employees of Rockland Trust Company (the Company or RTC) who meet specified
eligibility requirements.
Eligibility
An employee becomes a participant in the Plan upon completion of one year
of service (1,000 or more hours of service during the plan year). In order
to share in the Company's contribution to the Plan for any year, a
participant must:
1. Have worked 1,000 or more hours during the year.
2. Be employed by the Company on the last business day of the year.
However, those participants whose employment terminated during the
year because of retirement under the Company's Retirement Plan or
because of disability, death or for any reason after the attainment of
age 65 shall share in the Company's contribution.
Contributions
Employees who participate in the Plan may defer up to 15% of their salary,
on a pretax basis, and up to an additional 10% of their salary on an
after-tax basis. The Company matches pretax contributions equal to 50% of a
participant's deferral, up to 6%. The Company may also make discretionary
profit sharing contributions. No such discretionary contributions were made
in 1996.
Benefits and Vesting
Participants are 100% vested in all funds immediately upon eligibility.
Upon termination of service due to death, disability or retirement, a
participant may elect to receive an amount equal to the value of the
participant's interest in his or her account. The form of payment is a
lump-sum distribution or an annuity to be paid in monthly installments over
up to 15 years.
4
<PAGE>
THE ROCKLAND TRUST COMPANY
EMPLOYEE SAVINGS AND PROFIT
SHARING PLAN AND TRUST
NOTES TO FINANCIAL STATEMENTS
DECEMBER 31, 1996
(Continued)
(1) DESCRIPTION OF THE PLAN (Continued)
Participant Accounts
Individual accounts are maintained for each of the Plan's participants to
reflect the participant's contributions and related employer matching
contributions, as well as the participant's share of the Plan's income and
any related administrative expenses. Allocations are based on the
proportion that each participant's account balance has to the total of all
participants' account balances.
Investment Options
Participants are offered five investment portfolios in which they can
direct their contributions.
Participants may change their investment elections quarterly except for the
stock fund which may be exited monthly. Employer matching contributions are
allocated among options in the same percentages as the employee
contributions. A description of each investment option is provided below:
Wright Balanced Portfolio
This portfolio's assets are invested in high-quality domestic and
international equities, high-quality corporate and U.S. Government
fixed-income investments and cash reserves chosen to minimize both
short-term and long-term risk due to market and economic factors.
Pathmark Growth Portfolio
This portfolio seeks to provide long-term growth of capital and
above-average growth over a three- to five-year horizon by investing
primarily in equity mutual funds.
Pathmark Growth and Income Portfolio
This portfolio invests in a diversified and changeable portfolio of mutual
funds selected to provide current income while striving to obtain capital
growth.
Independent Bank Corp. Stock Portfolio
This portfolio is invested exclusively in the common stock of Independent
Bank Corp., the parent company of Rockland Trust Company.
5
<PAGE>
THE ROCKLAND TRUST COMPANY
EMPLOYEE SAVINGS AND PROFIT
SHARING PLAN AND TRUST
NOTES TO FINANCIAL STATEMENTS
DECEMBER 31, 1996
(Continued)
(1) DESCRIPTION OF THE PLAN (Continued)
Investment Options (Continued)
Certificate of Deposit Portfolio
This portfolio is designed to provide a moderate level of income consistent
with the preservation of principal. The portfolio invests solely in
FDIC-insured certificates of deposit issued by Rockland Trust Company.
Loan Fund
This fund is not an investment option, but rather is used to account for
the funding, repayment and interest income related to participant loans.
Trustee
The trustee for the Plan is Rockland Trust Company (the Trustee).
Loans to Participants
Loans against participant accounts are permitted. There is a minimum loan
amount of $500 and a maximum of 50% of the participants' account balances,
up to $50,000. All loans must be repaid within 5 years. The interest rate
is determined by the plan administrator, and is to be the rate of interest
used for obligations of comparable term by area commercial lending
institutions. In 1996, the interest rate used was 8.25%.
Priorities of the Plan upon Termination
In the event of the termination of the Plan, the Trustee shall liquidate
the entire investment in the Plan after payment of all expenses and after
proportional adjustment of accounts to reflect such expenses, portfolio
losses or profits, and reallocations to the date of liquidation. Each
participating employee, retired participating employee and beneficiary of
each deceased participating employee shall be entitled to receive any
amounts outstanding to the credit of the participating employee's account
as of the date of liquidation.
6
<PAGE>
THE ROCKLAND TRUST COMPANY
EMPLOYEE SAVINGS AND PROFIT
SHARING PLAN AND TRUST
NOTES TO FINANCIAL STATEMENTS
DECEMBER 31, 1996
(Continued)
(2) ACCOUNTING POLICIES
The Plan recognizes contributions and investment income on the accrual
basis. The Company pays all expenses of the Plan at the option of the
Company.
Use of Estimates
The preparation of financial statements in conformity with generally
accepted accounting principles requires management to make estimates and
assumptions that affect the reported amounts of assets and liabilities at
the date of the financial statements and the reported amounts of revenues
and expenses during the reporting period. Actual results could differ from
those estimates.
Net Appreciation in Fair Value of Investments
Net realized and unrealized appreciation is recorded in the accompanying
statement of changes in net assets available for benefits, with investment
option information, as net appreciation in fair value of investments.
(3) INVESTMENTS
Investments at December 31, 1996 and 1995, as shown in the accompanying
financial statements, are stated at market value based on quoted market
price.
Included in the investments in the accompanying statements of net assets
available for benefits are the following securities for which the market
value exceeded 5% of net Plan assets as of Plan year ended December 31,
1996 and 1995:
<TABLE>
<CAPTION>
Shares or Market
Plan Year Description of Investment Par Value Value
<S> <C> <C> <C>
December 31, 1996 Independent Bank Corp. common stock 220,329 $2,313,451
December 31, 1995 Independent Bank Corp. common stock 192,578 1,420,260
Independent Bank Corp. CD $1,064,622 1,064,622
</TABLE>
7
<PAGE>
THE ROCKLAND TRUST COMPANY
EMPLOYEE SAVINGS AND PROFIT
SHARING PLAN AND TRUST
NOTES TO FINANCIAL STATEMENTS
DECEMBER 31, 1996
(Continued)
(4) TAX STATUS
The Plan has a favorable determination letter from the Internal Revenue
Service, dated March 15, 1995, stating that the Plan is designed in
accordance with applicable sections of the Internal Revenue Code (IRC). The
Plan has been amended since receiving the determination letter. However,
the plan sponsor believes that the Plan is designed and is currently being
operated in compliance with the applicable requirements of the IRC, and
therefore, the Plan continues to be tax-exempt.
(5) BENEFIT CLAIMS PAYABLE
Plan obligations payable to terminated or retired employees who have
requested payment, which are included in net assets available for benefits,
amounted to $1,280 at December 31, 1996.
(6) RECONCILIATION OF FINANCIAL STATEMENTS TO FORM 5500
The following is a reconciliation of net assets available for benefits
recorded in the financial statements and Form 5500 at December 31, 1996 and
1995:
<TABLE>
<CAPTION>
December 31,
1996 1995
<S> <C> <C>
Net assets available for benefits per
the financial statements $11,526,243 $9,200,278
Amounts allocated to withdrawing participants (1,280) (5,500)
----------- ----------
Net assets available for benefits per Form 5500 $11,524,963 $9,194,778
=========== ===========
</TABLE>
The following is a reconciliation of benefits paid to participants recorded
in the financial statements and Form 5500 at December 31, 1996:
Benefits paid to participants per the financial statements $650,873
Add--Amounts allocated to withdrawing participants at
December 31, 1996 1,280
Less--Amounts allocated to withdrawing participants at
December 31, 1995 (5,500)
--------
Benefits paid to participants per Form 5500 $646,653
========
Amounts allocated to withdrawing participants are recorded on Form 5500 for
benefit claims that have been processed and approved for payment prior to
December 31 but not yet paid as of that date.
8
<PAGE>
THE ROCKLAND TRUST COMPANY
EMPLOYEE SAVINGS AND PROFIT
SHARING PLAN AND TRUST
PLAN NO.: 002
E.I.N.: 04-1782600
ITEM 27a--SCHEDULE OF ASSETS HELD FOR INVESTMENT PURPOSES
AS OF DECEMBER 31, 1996
<TABLE>
<CAPTION>
Shares or Issuer and Description Cost Quoted Market
Par Value Price
<S> <C> <C> <C>
WRIGHT BALANCED PORTFOLIO CASH EQUIVALENTS:
415,228 Federated U.S. Treasury Cash Reserves #125 $ 415,228 $ 415,228
-------------- --------------
WRIGHT BALANCED PORTFOLIO GOVERNMENT AND AGENCIES:
150,000 United States Treasury Bonds 8.25%, due 05/15/05 146,156 158,345
100,000 United States Treasury Bonds 8.75%, due 11/15/08 99,969 112,313
100,000 United States Treasury Bonds 9.125%, due 05/15/09 100,000 115,188
50,000 United States Treasury Bonds 11.75%, due 02/15/01 47,313 60,047
50,000 United States Treasury Bonds 11.625%, due 11/15/02 48,750 63,031
50,000 United States Treasury Bonds 10.75%, due 02/15/03 46,344 61,203
75,000 United States Treasury Bonds 11.875%, due 11/15/03 74,672 97,781
75,000 United States Treasury Bonds 11.625%, due 11/15/04 73,125 98,954
75,000 Untied States Treasury Bonds 10.75%, due 08/15/05 73,875 96,188
100,000 Federal Home Loan Bank Bonds 8.6%, due 01/25/00 98,250 106,656
-------------- --------------
808,454 969,706
-------------- --------------
WRIGHT BALANCED PORTFOLIO CORPORATE COMMON STOCKS:
1,500 Alberto Culver Co., Class A 47,483 61,875
1,400 Anheuser-Busch Cos, Inc. 51,083 56,000
1,800 Atlantic Southeast Airlines, Inc. 49,050 39,375
1,450 Bancorp Hawaii, Inc. 24,006 60,900
2,100 Banta Corp. 51,617 48,038
2,000 Bowne & Co., Inc. 42,846 49,250
1,200 Briggs & Stratton Corp. 52,296 52,800
500 Bristol-Myers Squibb 43,800 54,500
1,500 Carpenter Technology Corporation 50,355 54,938
2,200 Clarcor, Inc. 51,029 48,675
2,500 Cohu, Inc. 49,448 58,125
1,100 Compaq Computer Corp. 51,915 81,813
1,950 Crane Co. 49,491 56,550
1,600 DQE, Inc. 49,512 46,400
1,000 Duke Power Co. 50,070 46,250
700 Eaton Corp. 40,117 48,825
1,300 Echlin, Inc. 47,054 41,275
2,200 Edwards AG, Inc. 55,957 73,975
9
<PAGE>
THE ROCKLAND TRUST COMPANY
EMPLOYEE SAVINGS AND PROFIT
SHARING PLAN AND TRUST
PLAN NO.: 002
E.I.N.: 04-1782600
ITEM 27a--SCHEDULE OF ASSETS HELD FOR INVESTMENT PURPOSES
AS OF DECEMBER 31, 1996
(Continued)
<CAPTION>
Shares or Issuer and Description Cost Quoted Market
Par Value Price
<S> <C> <C> <C>
WRIGHT BALANCED PORTFOLIO CORPORATE COMMON STOCKS (Continued):
3,200 Family Dealer Stores, Inc. $ 53,827 $ 65,200
1,800 First Hawaiian, Inc. 49,050 63,000
1,300 First Virginian Banks, Inc. 52,876 62,238
1,700 Fleetwood Enterprises, Inc. 46,852 46,750
1,000 Goodyear Tire & Rubber Co. 48,330 51,375
34,362 Independent Bank Corp. Mass 341,646 360,804
1,200 Ingersoll Rand Co. 50,022 53,400
1,700 Illinois Cent. Corp. Series A 51,102 54,400
2,200 International Dairy Queen, Inc., Class A 48,400 44,000
1,300 King World Productions, Inc. 47,367 47,938
1,600 Marshall Industries 51,496 49,000
1,400 Medusa Corp. 47,495 48,125
1,400 Morton International, Inc. 48,559 57,050
1,400 Nipsco Industries, Inc. 51,534 55,475
1,000 Pitney Bowes, Inc. 49,070 54,750
1,000 PPG Industries, Inc. 47,580 56,125
1,000 Raytheon Co. 9,465 48,125
650 Rohm & Haas Co. 49,046 53,056
5,500 Ryans Family Steak House, Inc. 52,250 37,812
1,600 Seagate Technology 53,656 63,200
1,500 Snap On, Inc. 48,330 53,438
1,400 Southern National Corp. 49,987 50,750
1,900 Southtrust Corp. 53,200 66,263
1,600 Sun Microsystems, Inc. 35,200 41,101
1,400 Trinity Industries, Inc. 49,784 52,500
800 VF Corp. 49,664 54,000
800 Vulcan Materials Co. 47,964 48,700
1,800 Wisconsin Energy Corp. 50,508 48,375
-------------- --------------
2,491,389 2,766,514
WRIGHT BALANCED PORTFOLIO MUTUAL FUNDS:
4,617 Wright Managed Equity Trust International Blue Chip 68,206 77,055
-------------- --------------
Total Wright Balanced Portfolio 3,783,277 4,228,503
-------------- --------------
10
<PAGE>
THE ROCKLAND TRUST COMPANY
EMPLOYEE SAVINGS AND PROFIT
SHARING PLAN AND TRUST
PLAN NO.: 002
E.I.N.: 04-1782600
ITEM 27a--SCHEDULE OF ASSETS HELD FOR INVESTMENT PURPOSES
AS OF DECEMBER 31, 1996
(Continued)
<CAPTION>
Shares or Issuer and Description Cost Quoted Market
Par Value Price
<S> <C> <C> <C>
PATHMARK GROWTH PORTFOLIO CASH EQUIVALENTS:
139,857 Dreyfus Treasury Prime Cash Management #761 $ 139,857 $ 139,857
-------------- --------------
PATHMARK GROWTH PORTFOLIO MUTUAL FUNDS:
16,601 Federated Equity Funds Growth Strategy A 392,086 407,384
12,576 Federated Stock Trust 347,845 400,530
25,443 Federated Index Trust Max-Cap Inst. 370,795 406,325
9,333 Fidelity Contrafund, Inc. 370,080 393,384
9,656 Goldman Sachs Equity Portfolio International Equity 184,686 193,220
17,873 Goldman Sachs Equity Portfolio Select Equity Ins. 375,330 395,178
16,225 Vanguard/Windsor Fund, Windsor II Portfolio 359,573 386,653
-------------- --------------
2,400,395 2,582,674
Total Pathmark Growth Portfolio 2,540,252 2,722,531
-------------- --------------
PATHMARK GROWTH AND INCOME PORTFOLIO CASH EQUIVALENTS:
24,544 Dreyfus Prime Cash Management #761 24,544 24,544
-------------- --------------
PATHMARK GROWTH AND INCOME PORTFOLIO MUTUAL FUNDS:
9,298 Federated GNMA Trust 101,742 103,393
9,313 Federated High Income Bond Fund 103,287 107,009
4,973 Federated Index Trust Max-Cap Fund 72,277 79,415
2,669 Federated Stock Trust 75,129 85,008
10,598 Investment Series Funds, Inc., Fortress Bond Fund 100,847 103,326
3,427 Vanguard/Windsor Fund, Windsor II Portfolio 75,538 81,656
-------------- --------------
528,820 559,807
-------------- --------------
11
<PAGE>
THE ROCKLAND TRUST COMPANY
EMPLOYEE SAVINGS AND PROFIT
SHARING PLAN AND TRUST
PLAN NO.: 002
E.I.N.: 04-1782600
ITEM 27a--SCHEDULE OF ASSETS HELD FOR INVESTMENT PURPOSES
AS OF DECEMBER 31, 1996
(Continued)
<CAPTION>
Shares or Issuer and Description Cost Quoted Market
Par Value Price
<S> <C> <C> <C>
PATHMARK GROWTH AND INCOME PORTFOLIO MUTUAL
FUND--BOND:
13,241 Federated U.S. Government Securities 2-5 Year Fund $ 136,959 $ 138,895
-------------- --------------
Total Pathmark Growth and Income Portfolio 690,323 723,246
-------------- --------------
INDEPENDENT BANK CORP. STOCK PORTFOLIO CASH EQUIVALENTS:
11,763 Federated U.S. Treasury Cash Reserve #125 11,763 11,763
-------------- --------------
INDEPENDENT BANK CORP. STOCK PORTFOLIO EQUITIES:
220,329 Independent Bank Corp. Mass(1) 1,502,956 2,313,451
-------------- --------------
Total Independent Bank Corp. Stock Fund 1,514,719 2,325,214
-------------- --------------
CERTIFICATE OF DEPOSIT PORTFOLIO CASH EQUIVALENTS:
70,928 Federated U.S. Treasury Cash Reserve #125 70,928 70,928
-------------- --------------
CERTIFICATE OF DEPOSIT PORTFOLIO SAVINGS AND CDS:
64,116 *Rockland Trust Co., CD, 4.25%, due 03/14/97 64,116 64,116
64,553 *Rockland Trust Co., CD, 4.5%, due 03/14/98 64,553 64,553
33,741 *Rockland Trust Co., CD, 5%, due 07/26/98 33,741 33,741
113,334 *Rockland Trust Co., CD, 6.84%, due 02/01/99 113,334 113,334
113,334 *Rockland Trust Co., CD, 6.84%, due 02/01/98 113,334 113,334
113,065 *Rockland Trust Co., CD, 6.71%, due 02/01/97 113,065 113,065
112,100 *Rockland Trust Co., CD, 6.65%, due 03/14/97 112,100 112,100
112,699 *Rockland Trust Co., CD, 6.96%, due 03/14/98 112,699 112,699
123,146 *Rockland Trust Co., CD, 5.69%, due 12/17/97 123,146 123,146
101,638 *Rockland Trust Co., CD, 5.39%, due 08/12/97 101,638 101,638
50,886 *Rockland Trust Co., CD, 5.83%, due 05/15/98 50,886 50,886
25,443 *Rockland Trust Co., CD, 5.83%, due 10/15/98 25,443 25,443
25,429 *Rockland Trust Co., CD, 5.65%, due 08/12/99 25,429 25,429
-------------- --------------
1,053,484 1,053,484
-------------- --------------
Total Certificate of Deposit Portfolio 1,124,412 1,124,412
-------------- --------------
12
<PAGE>
THE ROCKLAND TRUST COMPANY
EMPLOYEE SAVINGS AND PROFIT
SHARING PLAN AND TRUST
PLAN NO.: 002
E.I.N.: 04-1782600
ITEM 27a--SCHEDULE OF ASSETS HELD FOR INVESTMENT PURPOSES
AS OF DECEMBER 31, 1996
(Continued)
<CAPTION>
Shares or Issuer and Description Cost Quoted Market
Par Value Price
<S> <C> <C> <C>
LOAN FUND:
Loans to participant, interest rates from 6.75% to 9% $ 259,494 $ 259,494
-------------- --------------
Total Loan Fund 259,494 259,494
-------------- --------------
Total investments held at December 31, 1996 $ 9,912,477 $ 11,383,400
============== ==============
</TABLE>
(1) Exceeds 5% of Plan net assets
* Represents a party-in-interest to the Plan
The accompanying notes are an integral part of these supplemental schedules.
13
<PAGE>
THE ROCKLAND TRUST COMPANY
EMPLOYEE SAVINGS AND PROFIT
SHARING PLAN AND TRUST
PLAN NO.: 002
E.I.N.: 04-1782600
ITEM 27d--SCHEDULE OF REPORTABLE TRANSACTIONS
FOR THE YEAR ENDED DECEMBER 31, 1996
<TABLE>
<CAPTION>
Purchases Sales Gain
Identity of Party Number Amount Number Amount (Loss)
<S> <C> <C> <C> <C> <C>
SERIES OF TRANSACTIONS IN SAME
SECURITY EXCEEDING 5% OF NET ASSETS
AT JANUARY 1, 1996:
Dreyfus Treasury Prime Cash
Management Class A 131 $1,264,026 126 $1,320,640 $ -
Fed. U.S. Treasury Cash Res. #125 135 3,236,305 159 3,113,331 -
*Independent Bank Corp. Common Stock
70 1,047,148 79 680,673 145,901
Vanguard/Windsor Fund II #73 20 470,654 14 37,720 2,177
SERIES OF TRANSACTIONS WITH SAME
BROKER EXCEEDING 5% OF NET ASSETS AT
JANUARY 1, 1996:
Dean Witter 20 948,115 5 208,016 138,654
Legg Mason 32 493,469 41 326,358 71,434
Meyerson MH Co, Inc. 13 640,299 6 372,765 167,578
</TABLE>
*Represents a party-in-interest to the Plan.
The accompanying notes are an integral part of these supplemental schedules.
14
Consent of Independent Public Accountants
As independent public accountants, we hereby consent to the incorporation by
reference in this registration statement of our report dated June 10, 1997
included in Independent Bank Corp.'s Form 11-K for the year ended December 31,
1996 and to all references of our firm included in this registration statement.
Arthur Andersen LLP
Boston, Massachusetts
June 27, 1997
