SCHEDULE 14A
(Rule 14a-101)
INFORMATION REQUIRED IN PROXY STATEMENT
SCHEDULE 14A INFORMATION
Proxy Statement Pursuant to Section 14(a) of the Securities
Exchange Act of 1934
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)
[ ] Definitive Proxy Statement
[X] Definitive Additional Materials
[ ] Soliciting Material Pursuant to Rule 14a-11(c) or Rule 14a-
12
GOLDEN ISLES FINANCIAL HOLDINGS, INC.
(Name of Registrant as Specified in Its Charter)
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:
(2) Aggregate number of securities to which transaction applies:
(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):
(4) Proposed maximum aggregate value of transaction:
(5) Total fee paid:
[ ] 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:
(2) Form, Schedule or Registration Statement No.:
(3) Filing Party:
(4) Date Filed:
<PAGE>
GOLDEN ISLES FINANCIAL HOLDINGS, INC.
200 Plantation Chase
St. Simons Island, Georgia 31522
February 17, 1997
Dear Shareholders:
The Board of Directors of a Company has a very important
function in the operation of a business. Management must be
accountable to the Board, and the board must demand that
management be accountable. This is the safeguard which
shareholders have against abuses within the company and against
conduct by management which is not in the best interests of the
shareholders. The directors signing this letter take this
responsibility very seriously.
Your Board of Directors, with the exception of Mr. Junkin
and Mr. Lockyer, in the view the directors signing this letter,
saw the business of Golden Isles Financial Holdings, Inc. being
mismanaged. For the reasons set out in the enclosed proxy
statement, the Board members signing this letter lost confidence
in the Company's management. Your Board acted as we felt it was
our responsibility to act and removed Mr. Junkin and Mr.
Lockyer.
Golden Isles Financial Holdings, Inc. is a company based
in Glynn County, Georgia, with its principal business, The First
Bank of Brunswick, headquartered in Brunswick, Georgia. Mr.
Junkin has proposed that certain of the present local directors
be removed or, in the alternative, the Board be expanded by five
members and those positions be filled by persons of his
choosing. We urge you to vote against the proposals to remove
directors or to expand the Board and place on the Board the
individuals selected by Mr. Junkin.
Our goal for Golden Isles Financial Holdings, Inc. is to
quickly achieve a level of sustainable growth that will safely
maximize profits. The enclosed proxy statement sets out the
business plan of the undersigned directors. After reading our
plan carefully, we sincerely hope you agree with our vision and
will give us your support.
Your Board strongly believes in the business franchises
that have been established over the past 80 months by The First
Bank of Brunswick and First Credit Service Corporation. The
future of your company is very bright. We have excellent talent
in present management, very competent and dedicated employees,
and a geographic market which is rapidly growing. We intend to
grow these franchises in a prudent manner which will yield
strong returns while maintaining safe and sound business
practices.
We ask that you vote against the proposals of Mr. Junkin.
The enclosed orange card has one space where you can vote
against all of the proposals and we urge you to mark that space,
sign the card and return it to Mr. Jimmy Veal in the self-addressed
stamped envelope. If you have previously completed
and returned the green card to Mr. Junkin, you may still rescind
that vote by signing, dating and returning the orange card to
the Company. EVEN IF YOU HAVE VOTED ON THE GREEN CARD TO
"WITHHOLD AUTHORITY" OR "AGAINST" PROPOSALS A AND B, YOU SHOULD
STILL COMPLETE AND RETURN THE ORANGE CARD TO THE COMPANY. If
your shares are held by a bank or a brokerage house, contact the
person in charge of your account at the bank or brokerage house
and instruct them to vote on the orange card against all
proposals.
If you have any questions, please feel free to contact Mr.
Hodges at The First Bank of Brunswick, (912) 267-9500, or any of
the directors of the Company.
Very truly yours,
/s/L. Mac Harden
L. Mac Harden
/s/Kermit Keenum
Kermit Keenum
/s/Jimmy D. Veal
Jimmy D. Veal
/s/Michael D. Hodges
Michael D. Hodges
/s/Russell C. Jacobs, Jr.
Russell C. Jacobs, Jr.
/s/ J. Thomas Whelchel
J. Thomas Whelchel
