<PAGE>
As filed with the Securities and Exchange Commission on January 21, 1997
Registration No. 33 -
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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM S-8
REGISTRATION STATEMENT
UNDER
THE SECURITIES ACT OF 1933
COMMUNITY CAPITAL CORPORATION
(Exact name of registrant as specified in its charter)
SOUTH CAROLINA 57-0866395
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification Number)
109 MONTAGUE STREET
GREENWOOD, SOUTH CAROLINA 29646
(Address of principal executive offices) (Zip code)
COMMUNITY CAPITAL CORPORATION
(FORMERLY GREENWOOD NATIONAL BANCORPORATION)
1988 EMPLOYEE STOCK OPTION PLAN
COMMUNITY CAPITAL CORPORATION
(FORMERLY GREENWOOD NATIONAL BANCORPORATION)
INCENTIVE STOCK OPTION AND NONSTATUTORY STOCK OPTION PLAN (1993)
COMMUNITY CAPITAL CORPORATION
(FORMERLY GREENWOOD NATIONAL BANCORPORATION)
CHIEF EXECUTIVE OFFICER STOCK OPTION PLAN
(Full title of the plans)
WILLIAM G. STEVENS
PRESIDENT AND CHIEF OPERATING OFFICER
109 MONTAGUE STREET
GREENWOOD, SOUTH CAROLINA 29646
(864) 941-8200
(Name, address, including zip code, and telephone number,
including area code, of agent for service)
(COVER PAGE CONTINUED)
- --------------------------------------------------------------------------------
- --------------------------------------------------------------------------------
<PAGE>
(COVER PAGE CONTINUED)
CALCULATION OF REGISTRATION FEE
<TABLE>
<CAPTION>
==================================================================================================================================
TITLE OF EACH CLASS PROPOSED PROPOSED
OF SECURITIES TO AMOUNT TO BE MAXIMUM MAXIMUM AMOUNT OF
BE REGISTERED REGISTERED(1) OFFERING PRICE AGGREGATE OFFERING REGISTRATION FEE
PER SHARE(2) PRICE(2)
- ----------------------------------------------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C>
Common Stock, $1.00
par value per share (3).... 45,202 $ 11.50 $ 519,823 $ 158
- ----------------------------------------------------------------------------------------------------------------------------------
Common Stock, $1.00
par value per share (4).... 500,000 $ 11.50 $ 5,750,000 $ 1,742
- ----------------------------------------------------------------------------------------------------------------------------------
Common Stock, $1.00
par value per share (5).... 22,050 $ 11.50 $ 253,575 $ 77
- ----------------------------------------------------------------------------------------------------------------------------------
TOTAL 567,252 $ 11.50 $ 6,523,398 $ 1,977
==================================================================================================================================
</TABLE>
(1) Pursuant to rule 416(a), this registration statement also registers
such indeterminate number of additional shares as may become issuable
under the plan in connection with share splits, share dividends, and
similar transactions.
(2) Pursuant to Rule 457 under the securities act of 1933, as amended,
estimated for the purpose of calculating the registration fee based on
a bona fide estimate the maximum offering price.
(3) Shares issuable under the Community Capital Corporation (formerly
Greenwood National Bancorporation) 1988 Employee Stock Option Plan.
(4) Shares issuable under the Community Capital Corporation (formerly
Greenwood National Bancorporation) Incentive Stock Option and
Nonstatutory Stock Option Plan (1993), as amended.
(5) Shares issuable under the Community Capital Corporation (formerly
Greenwood National Bancorporation) Chief Executive Officer Stock Option
Plan.
This Registration Statement on Form S-8 relates to the shares of common
stock, $1.00 par value per share, of Community Capital Corporation (the
"Company") issuable pursuant to the terms of the following employee benefit
plans:
45,202 - Community Capital Corporation (formerly Greenwood National
Bancorporation) 1988 Employee Stock Option Plan
500,000 - Community Capital Corporation (formerly Greenwood National
Bancorporation) Incentive Stock Option and Nonstatutory Stock
Option Plan (1993), as amended
22,050 - Community Capital Corporation (formerly Greenwood National
Bancorporation) Chief Executive Officer Stock Option Plan
<PAGE>
PART II
INFORMATION REQUIRED IN THE REGISTRATION STATEMENT
ITEM 3. INCORPORATION OF DOCUMENTS BY REFERENCE.
The following documents, filed by the Registrant with the Securities
and Exchange Commission (the "Commission") pursuant to the Securities Exchange
Act of 1934, as amended (the "Exchange Act"), are incorporated herein by
reference:
(a) The Registrant's Annual Report on Form 10-K for the fiscal
year ended December 31, 1995, as amended;
(b) All other reports filed by the Registrant with the Commission
pursuant to Section 13(a) or 15(d) of the Exchange Act since
the end of the Registrant's fiscal year ended December 31,
1995; and
(c) The description of the common stock, $1.00 par value, of the
Registrant contained in the Registrant's Registration
Statement on Form S-2 (File no. 333-18457), including any
amendment or report filed for the purpose of updating such
description.
In addition, all documents filed by the Registrant pursuant to Sections
13(a), 13(c), 14 and 15(d) of the Exchange Act subsequent to the date of this
Registration Statement and prior to the filing of a post-effective amendment to
this Registration Statement which indicates that all securities offered have
been sold or which deregisters all securities then remaining unsold, shall be
deemed to be incorporated by reference into this Registration Statement and to
be a part hereof from the date of filing of such documents.
ITEM 4. DESCRIPTION OF SECURITIES.
Not applicable.
ITEM 5. INTEREST OF NAMED EXPERTS AND COUNSEL.
Not applicable.
ITEM 6. INDEMNIFICATION OF OFFICERS AND DIRECTORS.
Except as hereinafter set forth, there is no statute, charter
provision, bylaw, contract or other arrangement under which any controlling
person, director or officer of the Registrant is insured or indemnified in any
manner against liability which such person may incur in such person's capacity
as such.
Section 33-8-500 et seq. of the South Carolina Business Corporation Act
of 1988, as amended, provides the Registrant with broad powers and authority to
indemnify its directors and officers and to purchase and maintain insurance for
such purposes and mandates the indemnification of the Registrant's directors
under certain circumstances. The Registrant's Articles of Incorporation also
provide the Registrant with the power and authority to the fullest extent
legally permissible under the to indemnify its directors and officers, persons
serving at the request of the Registrant or for its benefit as directors or
officers of another corporation, and persons serving as the Registrant's
representatives or agents in certain circumstances. Pursuant to such authority
and the provisions of the Registrant's Articles of Incorporation, the Registrant
intends to purchase insurance against certain liabilities that may be incurred
by it and its officers and directors.
<PAGE>
Insofar as indemnification for liabilities arising under the Securities
Act may be permitted to directors, officers or persons controlling the
Registrant pursuant to the arrangements described above, the Registrant has been
advised that in the opinion of the Commission such indemnification is against
public policy as expressed in the Securities Act and is therefore unenforceable.
ITEM 7. EXEMPTION FROM REGISTRATION CLAIMED.
Not applicable.
ITEM 8. EXHIBITS.
The exhibits listed on the Exhibit Index to this Registration Statement
are incorporated herein by reference.
ITEM 9. UNDERTAKINGS.
(a) RULE 415 OFFERINGS. The undersigned Registrant hereby
undertakes:
(1) To file, during any period in which offers or sales
are being made, a post- effective amendment to this
Registration Statement;
(i) to include any prospectus required by
Section 10(a)(3) of the
Securities Act;
(ii) to reflect in the prospectus any facts or
events arising after the effective date of
this Registration Statement (or the most
recent post-effective amendment thereof)
which, individually or in the aggregate,
represent a fundamental change in the
information set forth in the Registration
Statement;
(iii) to include any material information with
respect to the plan of distribution not
previously disclosed in the Registration
Statement or any material change to such
information in the Registration Statement;
provided, however, that subparagraphs (i) and (ii) do not
apply if the information required to be included in a
post-effective amendment by those subparagraphs is contained
in periodic reports filed by the Registrant pursuant to
Section 13 or 15(d) of the Exchange Act that are incorporated
by reference in the Registration Statement.
(2) That, for the purpose of determining any liability
under the Securities Act, each such post-effective
amendment shall be deemed to be a new registration
statement relating to the securities offered therein,
and the offering of such securities at that time
shall be deemed to be the initial bona fide offering
thereof.
(3) To remove from registration, by means of a
post-effective amendment, any of the securities being
registered which remain unsold at the termination of
the offering.
Page II - 2
<PAGE>
(b) INCORPORATION OF SUBSEQUENT EXCHANGE ACT DOCUMENTS. The
undersigned Registrant hereby undertakes that, for purposes of
determining any liability under the Securities Act, each
filing of the Registrant's annual report pursuant to Section
13(a) or 15(d) of the Exchange Act that is incorporated by
reference in the Registration Statement shall be deemed to be
a new registration statement relating to the securities
offered therein, and the offering of such securities at that
time shall be deemed to be the initial bona fide offering
thereof.
(c) INDEMNIFICATION OF MANAGEMENT AND CONTROL PERSONS. Insofar as
indemnification for liabilities arising under the Securities
Act may be permitted to directors, officers and controlling
persons of the Registrant pursuant to the provisions described
in Item 6, or otherwise, the Registrant has been advised that
in the opinion of the Commission such indemnification is
against public policy as expressed in such Act and is,
therefore, unenforceable. In the event that a claim for
indemnification against such liabilities (other than the
payment by the Registrant of expenses incurred or paid by a
director, officer or controlling person of the Registrant in
the successful defense of any action, suit or proceeding) is
asserted by such director, officer or controlling person in
connection with the securities being registered, the
Registrant will, unless in the opinion of its counsel the
matter has been settled by controlling precedent, submit to a
court of appropriate jurisdiction the question whether such
indemnification by it is against public policy as expressed in
the Act and will be governed by the final adjudication of such
issue.
Page II - 3
<PAGE>
SIGNATURES
In accordance with the requirements of the Securities Act of 1933, the
Registrant certifies that it has reasonable grounds to believe that it meets all
of the requirements for filing on Form S-8 and has duly caused this Registration
Statement to be signed on its behalf by the undersigned, thereunto duly
authorized, in the City of Greenwood, State of South Carolina, on January 20,
1997.
COMMUNITY CAPITAL CORPORATION
By: /S WILLIAM G. STEVENS
William G. Stevens
President and Chief Executive Officer
Pursuant to the requirements of the Securities Act of 1933, this
Registration Statement has been signed by the following persons in the
capacities and on the dates indicated.
<TABLE>
<CAPTION>
SIGNATURE TITLE DATE
<S> <C> <C>
/S WILLIAM G. STEVENS President, Chief Executive January 20, 1997
- ------------------------
William G. Stevens Officer and Director
/S JAMES H. STARK Chief Financial Officer January 20, 1997
- ---------------------------
James H. Stark (Principal Financial and
Accounting Officer)
* Assistant Secretary and January 20, 1997
- -------------------------------------
Patricia C. Edmonds Director
* Director January 20, 1997
- -------------------------------------
David P. Allred
* Director January 20, 1997
- -------------------------------------
Robert C. Coleman
* Director January 20, 1997
- -------------------------------------
John W. Drummond
* Director January 20, 1997
- ------------------------------------
Wayne Q. Justesen, Jr.
* Director January 20, 1997
- ------------------------------------
Thomas C. Lynch, Jr.
Page II - 4
<PAGE>
* Director January 20, 1997
- ------------------------------------
H. Edward Munnerlyn
* Director January 20, 1997
- -------------------------------------
George B. Park
* Director January 20, 1997
- ------------------------------------
Joseph H. Patrick, Jr.
* Director January 20, 1997
- -------------------------------------
Donna W. Robinson
* Director January 20, 1997
- -------------------------------------
George D. Rodgers
* Director January 20, 1997
- -------------------------------------
Charles J. Rogers
* Director January 20, 1997
- -------------------------------------
Thomas E. Skelton
* Director January 20, 1997
- -------------------------------------
Lex D. Walters
*By:/S WILLIAM STEVENS January 20, 1997
William G. Stevens
(As attorney-in-fact for each
of the persons indicated)
</TABLE>
Page II - 5
<PAGE>
EXHIBIT INDEX
Exhibit
Number Description
5.1 Opinion of Nexsen Pruet Jacobs & Pollard, LLP.
23.1 Consent of Tourville, Simpson & Henderson
23.2 Consent of Nexsen Pruet Jacobs & Pollard, LLP (included in
their opinion filed as Exhibit 5.1).
24.1 Directors' Powers of Attorney.
<PAGE>
Exhibit 5.1
January 20, 1997
.
Community Capital Corporation
109 Montague Avenue
Greenwood, South Carolina 29646
RE: Registration Statement on Form S-8
Gentlemen:
This opinion is being furnished to you in connection with your filing
with the Securities and Exchange Commission of a Registration Statement on Form
S-8 (the "Registration Statement") relating to the Community Capital Corporation
Stock (formerly Greenwood National Bancorporation) 1988 Employee Stock Option
Plan, Incentive Stock Option Plan and Nonstatutory Stock Option Plan (1993), and
Chief Executive Officer Stock Option Plan (collectively the "Plans") and the
sale of common stock, $1.00 par value per share (the "Common Stock"), of
Community Capital Corporation (the "Company") pursuant to the exercise of
options granted under the Plans and exercised in accordance with the provisions
of the Plans. In this connection, we have familiarized ourselves with the
Articles of Incorporation and the Bylaws of the Company, and have examined the
originals, or copies certified or otherwise identified to our satisfaction, of
corporate records, including minute books, of the Company. We have also examined
the Registration Statement, together with the exhibits thereto, and such other
certificates of officers, documents, and records as we have deemed necessary for
the purpose of expressing the opinion contained herein.
On the basis of, and in reliance upon, the foregoing, and subject to
the assumptions and qualifications set forth herein, we are of the opinion that
the shares of Common Stock to be issued pursuant to the provisions of the Plans
have been duly authorized, and when (a) the Registration Statement has become
effective under the Securities Act of 1933, as amended, and the pertinent
provisions of any state securities laws, as may be applicable, have been
complied with and (b) the shares of Common Stock are issued in accordance with
the terms of the Plans as set forth in the Registration Statement, the shares of
Common Stock so issued will be validly issued, fully paid, and nonassessable.
<PAGE>
The opinion expressed herein is based upon applicable laws, statutes,
ordinances, rules and regulations as existed on this date and we express no
opinion as to the effect which any future amendments, changes, additions or
modifications thereof may have on the opinion expressed herein. We assume no
obligation to update or supplement our opinion to reflect any facts or
circumstances which may hereafter come to our attention, or changes in law which
may hereafter occur. This opinion is provided to you as a legal opinion only,
and not as a guaranty or warranty of the matters discussed herein or of any
transaction or obligation. We are furnishing this opinion for the sole and
exclusive benefit of the addressee.
We hereby consent to the filing of this opinion as an exhibit to the
Registration Statement with respect to the Plan. By giving such consent, we do
not admit that we are within the category of persons whose consent is required
under Section 7 of the Securities Act of 1933, as amended, or the rules and
regulations of the Securities and Exchange Commission issued thereunder.
Very truly yours,
NEXSEN PRUET JACOBS & POLLARD, LLP
By: /S Julian Hennig III
Julian Hennig III
Partner
<PAGE>
Exhibit 23.1
INDEPENDENT AUDITORS' CONSENT
The Board of Directors
Community Capital Corporation:
We consent to the incorporation by reference in this Registration Statement on
Form S-8 of our report dated January 19, 1996, on our audits of the consolidated
financial statements as of December 31, 1995, which report is included in the
1995 Annual Report on Form 10-K.
TOURVILLE, SIMPSON & HENDERSON
Columbia, South Carolina
January 15, 1997
<PAGE>
Exhibit 24.1
POWER OF ATTORNEY
WHEREAS, Community Capital Corporation, a South Carolina corporation
(the "Company"), intends to file with the Securities and Exchange Commission
(the "Commission") under the Securities Act of 1933, as amended (the "Act"), a
Registration Statement on Form S-8, and any and all amendments thereto, as
prescribed by the Commission pursuant to the Act and the rules and regulations
of the Commission promulgated thereunder, together with any and all exhibits and
other documents relating to said Registration Statement, all in connection with
the Company's registration under the Act of the Community Capital Corporation
Stock (formerly Greenwood National Bancorporation) 1988 Employee Stock Option
Plan, Incentive Stock Option and Nonstatutory Stock Option Plan (1993), and
Chief Executive Officer Stock Option Plan (collectively the "Plans"), including
up to 567,252 shares in the aggregate of common stock, $1.00 par value per
share, of the Company (the "Common Stock") to be issued pursuant thereto and all
other interests offered or sold under the Plans; and all upon the terms and in
the manner to be set forth in said Registration Statement, referred to above;
NOW, THEREFORE, the undersigned in his/her capacity as a director of
the Company and member of the committee which administers the Plans, does hereby
appoint each of William G. Stevens and James H. Stark the undersigned's true and
lawful attorney-in-fact with power to act with or without the undersigned, and
with full power of substitution and resubstitution, to execute in the name,
place and stead of the undersigned, and in the undersigned's capacity as a
director of the Company, said Registration Statement and any and all amendments
and post-effective amendments thereto, and all instruments as said
attorney-in-fact shall deem necessary or incidental in connection therewith and
to deliver and file the same with the Commission, for and on the undersigned's
behalf, and in the undersigned's name and in the undersigned's capacity or
capacities as aforesaid. Said attorney-in-fact shall have full power and
authority to do and perform in the name and on behalf of the undersigned in any
and all capacities every act whatsoever necessary or desirable to be done in the
premises as fully and to all intents and purposes as the undersigned might or
could do in person, the undersigned hereby ratifying and approving the acts of
said attorney-in-fact.
IN WITNESS WHEREOF, the undersigned has executed this instrument as of
the 20th day of January, 1997.
/S PATRICIA C. EDMONDS
Patricia C. Edmonds
Director
<PAGE>
Exhibit 24.1
POWER OF ATTORNEY
WHEREAS, Community Capital Corporation, a South Carolina corporation
(the "Company"), intends to file with the Securities and Exchange Commission
(the "Commission") under the Securities Act of 1933, as amended (the "Act"), a
Registration Statement on Form S-8, and any and all amendments thereto, as
prescribed by the Commission pursuant to the Act and the rules and regulations
of the Commission promulgated thereunder, together with any and all exhibits and
other documents relating to said Registration Statement, all in connection with
the Company's registration under the Act of the Community Capital Corporation
Stock (formerly Greenwood National Bancorporation) 1988 Employee Stock Option
Plan, Incentive Stock Option and Nonstatutory Stock Option Plan (1993), and
Chief Executive Officer Stock Option Plan (collectively the "Plans"), including
up to 567,252 shares in the aggregate of common stock, $1.00 par value per
share, of the Company (the "Common Stock") to be issued pursuant thereto and all
other interests offered or sold under the Plans; and all upon the terms and in
the manner to be set forth in said Registration Statement, referred to above;
NOW, THEREFORE, the undersigned in his/her capacity as a director of
the Company and member of the committee which administers the Plans, does hereby
appoint each of William G. Stevens and James H. Stark the undersigned's true and
lawful attorney-in-fact with power to act with or without the undersigned, and
with full power of substitution and resubstitution, to execute in the name,
place and stead of the undersigned, and in the undersigned's capacity as a
director of the Company, said Registration Statement and any and all amendments
and post-effective amendments thereto, and all instruments as said
attorney-in-fact shall deem necessary or incidental in connection therewith and
to deliver and file the same with the Commission, for and on the undersigned's
behalf, and in the undersigned's name and in the undersigned's capacity or
capacities as aforesaid. Said attorney-in-fact shall have full power and
authority to do and perform in the name and on behalf of the undersigned in any
and all capacities every act whatsoever necessary or desirable to be done in the
premises as fully and to all intents and purposes as the undersigned might or
could do in person, the undersigned hereby ratifying and approving the acts of
said attorney-in-fact.
IN WITNESS WHEREOF, the undersigned has executed this instrument as of
the 20th day of January, 1997.
/S DAVID P. ALLRED
David P. Allred
Director
<PAGE>
Exhibit 24.1
POWER OF ATTORNEY
WHEREAS, Community Capital Corporation, a South Carolina corporation
(the "Company"), intends to file with the Securities and Exchange Commission
(the "Commission") under the Securities Act of 1933, as amended (the "Act"), a
Registration Statement on Form S-8, and any and all amendments thereto, as
prescribed by the Commission pursuant to the Act and the rules and regulations
of the Commission promulgated thereunder, together with any and all exhibits and
other documents relating to said Registration Statement, all in connection with
the Company's registration under the Act of the Community Capital Corporation
Stock (formerly Greenwood National Bancorporation) 1988 Employee Stock Option
Plan, Incentive Stock Option and Nonstatutory Stock Option Plan (1993), and
Chief Executive Officer Stock Option Plan (collectively the "Plans"), including
up to 567,252 shares in the aggregate of common stock, $1.00 par value per
share, of the Company (the "Common Stock") to be issued pursuant thereto and all
other interests offered or sold under the Plans; and all upon the terms and in
the manner to be set forth in said Registration Statement, referred to above;
NOW, THEREFORE, the undersigned in his/her capacity as a director of
the Company and member of the committee which administers the Plans, does hereby
appoint each of William G. Stevens and James H. Stark the undersigned's true and
lawful attorney-in-fact with power to act with or without the undersigned, and
with full power of substitution and resubstitution, to execute in the name,
place and stead of the undersigned, and in the undersigned's capacity as a
director of the Company, said Registration Statement and any and all amendments
and post-effective amendments thereto, and all instruments as said
attorney-in-fact shall deem necessary or incidental in connection therewith and
to deliver and file the same with the Commission, for and on the undersigned's
behalf, and in the undersigned's name and in the undersigned's capacity or
capacities as aforesaid. Said attorney-in-fact shall have full power and
authority to do and perform in the name and on behalf of the undersigned in any
and all capacities every act whatsoever necessary or desirable to be done in the
premises as fully and to all intents and purposes as the undersigned might or
could do in person, the undersigned hereby ratifying and approving the acts of
said attorney-in-fact.
IN WITNESS WHEREOF, the undersigned has executed this instrument as of
the 20th day of January, 1997.
/S ROBERT C. COLEMAN
Robert C. Coleman
Director
<PAGE>
Exhibit 24.1
POWER OF ATTORNEY
WHEREAS, Community Capital Corporation, a South Carolina corporation
(the "Company"), intends to file with the Securities and Exchange Commission
(the "Commission") under the Securities Act of 1933, as amended (the "Act"), a
Registration Statement on Form S-8, and any and all amendments thereto, as
prescribed by the Commission pursuant to the Act and the rules and regulations
of the Commission promulgated thereunder, together with any and all exhibits and
other documents relating to said Registration Statement, all in connection with
the Company's registration under the Act of the Community Capital Corporation
Stock (formerly Greenwood National Bancorporation) 1988 Employee Stock Option
Plan, Incentive Stock Option and Nonstatutory Stock Option Plan (1993), and
Chief Executive Officer Stock Option Plan (collectively the "Plans"), including
up to 567,252 shares in the aggregate of common stock, $1.00 par value per
share, of the Company (the "Common Stock") to be issued pursuant thereto and all
other interests offered or sold under the Plans; and all upon the terms and in
the manner to be set forth in said Registration Statement, referred to above;
NOW, THEREFORE, the undersigned in his/her capacity as a director of
the Company and member of the committee which administers the Plans, does hereby
appoint each of William G. Stevens and James H. Stark the undersigned's true and
lawful attorney-in-fact with power to act with or without the undersigned, and
with full power of substitution and resubstitution, to execute in the name,
place and stead of the undersigned, and in the undersigned's capacity as a
director of the Company, said Registration Statement and any and all amendments
and post-effective amendments thereto, and all instruments as said
attorney-in-fact shall deem necessary or incidental in connection therewith and
to deliver and file the same with the Commission, for and on the undersigned's
behalf, and in the undersigned's name and in the undersigned's capacity or
capacities as aforesaid. Said attorney-in-fact shall have full power and
authority to do and perform in the name and on behalf of the undersigned in any
and all capacities every act whatsoever necessary or desirable to be done in the
premises as fully and to all intents and purposes as the undersigned might or
could do in person, the undersigned hereby ratifying and approving the acts of
said attorney-in-fact.
IN WITNESS WHEREOF, the undersigned has executed this instrument as of
the 20th day of January, 1997.
/S JOHN W. DRUMMOND
John W. Drummond
Director
<PAGE>
Exhibit 24.1
POWER OF ATTORNEY
WHEREAS, Community Capital Corporation, a South Carolina corporation
(the "Company"), intends to file with the Securities and Exchange Commission
(the "Commission") under the Securities Act of 1933, as amended (the "Act"), a
Registration Statement on Form S-8, and any and all amendments thereto, as
prescribed by the Commission pursuant to the Act and the rules and regulations
of the Commission promulgated thereunder, together with any and all exhibits and
other documents relating to said Registration Statement, all in connection with
the Company's registration under the Act of the Community Capital Corporation
Stock (formerly Greenwood National Bancorporation) 1988 Employee Stock Option
Plan, Incentive Stock Option and Nonstatutory Stock Option Plan (1993), and
Chief Executive Officer Stock Option Plan (collectively the "Plans"), including
up to 567,252 shares in the aggregate of common stock, $1.00 par value per
share, of the Company (the "Common Stock") to be issued pursuant thereto and all
other interests offered or sold under the Plans; and all upon the terms and in
the manner to be set forth in said Registration Statement, referred to above;
NOW, THEREFORE, the undersigned in his/her capacity as a director of
the Company and member of the committee which administers the Plans, does hereby
appoint each of William G. Stevens and James H. Stark the undersigned's true and
lawful attorney-in-fact with power to act with or without the undersigned, and
with full power of substitution and resubstitution, to execute in the name,
place and stead of the undersigned, and in the undersigned's capacity as a
director of the Company, said Registration Statement and any and all amendments
and post-effective amendments thereto, and all instruments as said
attorney-in-fact shall deem necessary or incidental in connection therewith and
to deliver and file the same with the Commission, for and on the undersigned's
behalf, and in the undersigned's name and in the undersigned's capacity or
capacities as aforesaid. Said attorney-in-fact shall have full power and
authority to do and perform in the name and on behalf of the undersigned in any
and all capacities every act whatsoever necessary or desirable to be done in the
premises as fully and to all intents and purposes as the undersigned might or
could do in person, the undersigned hereby ratifying and approving the acts of
said attorney-in-fact.
IN WITNESS WHEREOF, the undersigned has executed this instrument as of
the 20th day of January, 1997.
/S WAYNE Q. JUSTESEN, JR.
Wayne Q. Justesen, Jr.
Director
<PAGE>
Exhibit 24.1
POWER OF ATTORNEY
WHEREAS, Community Capital Corporation, a South Carolina corporation
(the "Company"), intends to file with the Securities and Exchange Commission
(the "Commission") under the Securities Act of 1933, as amended (the "Act"), a
Registration Statement on Form S-8, and any and all amendments thereto, as
prescribed by the Commission pursuant to the Act and the rules and regulations
of the Commission promulgated thereunder, together with any and all exhibits and
other documents relating to said Registration Statement, all in connection with
the Company's registration under the Act of the Community Capital Corporation
Stock (formerly Greenwood National Bancorporation) 1988 Employee Stock Option
Plan, Incentive Stock Option and Nonstatutory Stock Option Plan (1993), and
Chief Executive Officer Stock Option Plan (collectively the "Plans"), including
up to 567,252 shares in the aggregate of common stock, $1.00 par value per
share, of the Company (the "Common Stock") to be issued pursuant thereto and all
other interests offered or sold under the Plans; and all upon the terms and in
the manner to be set forth in said Registration Statement, referred to above;
NOW, THEREFORE, the undersigned in his/her capacity as a director of
the Company and member of the committee which administers the Plans, does hereby
appoint each of William G. Stevens and James H. Stark the undersigned's true and
lawful attorney-in-fact with power to act with or without the undersigned, and
with full power of substitution and resubstitution, to execute in the name,
place and stead of the undersigned, and in the undersigned's capacity as a
director of the Company, said Registration Statement and any and all amendments
and post-effective amendments thereto, and all instruments as said
attorney-in-fact shall deem necessary or incidental in connection therewith and
to deliver and file the same with the Commission, for and on the undersigned's
behalf, and in the undersigned's name and in the undersigned's capacity or
capacities as aforesaid. Said attorney-in-fact shall have full power and
authority to do and perform in the name and on behalf of the undersigned in any
and all capacities every act whatsoever necessary or desirable to be done in the
premises as fully and to all intents and purposes as the undersigned might or
could do in person, the undersigned hereby ratifying and approving the acts of
said attorney-in-fact.
IN WITNESS WHEREOF, the undersigned has executed this instrument as of
the 20th day of January, 1997.
/S THOMAS C. LYNCH, JR.
Thomas C. Lynch, Jr.
Director
<PAGE>
Exhibit 24.1
POWER OF ATTORNEY
WHEREAS, Community Capital Corporation, a South Carolina corporation
(the "Company"), intends to file with the Securities and Exchange Commission
(the "Commission") under the Securities Act of 1933, as amended (the "Act"), a
Registration Statement on Form S-8, and any and all amendments thereto, as
prescribed by the Commission pursuant to the Act and the rules and regulations
of the Commission promulgated thereunder, together with any and all exhibits and
other documents relating to said Registration Statement, all in connection with
the Company's registration under the Act of the Community Capital Corporation
Stock (formerly Greenwood National Bancorporation) 1988 Employee Stock Option
Plan, Incentive Stock Option and Nonstatutory Stock Option Plan (1993), and
Chief Executive Officer Stock Option Plan (collectively the "Plans"), including
up to 567,252 shares in the aggregate of common stock, $1.00 par value per
share, of the Company (the "Common Stock") to be issued pursuant thereto and all
other interests offered or sold under the Plans; and all upon the terms and in
the manner to be set forth in said Registration Statement, referred to above;
NOW, THEREFORE, the undersigned in his/her capacity as a director of
the Company and member of the committee which administers the Plans, does hereby
appoint each of William G. Stevens and James H. Stark the undersigned's true and
lawful attorney-in-fact with power to act with or without the undersigned, and
with full power of substitution and resubstitution, to execute in the name,
place and stead of the undersigned, and in the undersigned's capacity as a
director of the Company, said Registration Statement and any and all amendments
and post-effective amendments thereto, and all instruments as said
attorney-in-fact shall deem necessary or incidental in connection therewith and
to deliver and file the same with the Commission, for and on the undersigned's
behalf, and in the undersigned's name and in the undersigned's capacity or
capacities as aforesaid. Said attorney-in-fact shall have full power and
authority to do and perform in the name and on behalf of the undersigned in any
and all capacities every act whatsoever necessary or desirable to be done in the
premises as fully and to all intents and purposes as the undersigned might or
could do in person, the undersigned hereby ratifying and approving the acts of
said attorney-in-fact.
IN WITNESS WHEREOF, the undersigned has executed this instrument as of
the 20th day of January, 1997.
/S H. EDWARD MUNNERLYN
H. Edward Munnerlyn
Director
<PAGE>
Exhibit 24.1
POWER OF ATTORNEY
WHEREAS, Community Capital Corporation, a South Carolina corporation
(the "Company"), intends to file with the Securities and Exchange Commission
(the "Commission") under the Securities Act of 1933, as amended (the "Act"), a
Registration Statement on Form S-8, and any and all amendments thereto, as
prescribed by the Commission pursuant to the Act and the rules and regulations
of the Commission promulgated thereunder, together with any and all exhibits and
other documents relating to said Registration Statement, all in connection with
the Company's registration under the Act of the Community Capital Corporation
Stock (formerly Greenwood National Bancorporation) 1988 Employee Stock Option
Plan, Incentive Stock Option and Nonstatutory Stock Option Plan (1993), and
Chief Executive Officer Stock Option Plan (collectively the "Plans"), including
up to 567,252 shares in the aggregate of common stock, $1.00 par value per
share, of the Company (the "Common Stock") to be issued pursuant thereto and all
other interests offered or sold under the Plans; and all upon the terms and in
the manner to be set forth in said Registration Statement, referred to above;
NOW, THEREFORE, the undersigned in his/her capacity as a director of
the Company and member of the committee which administers the Plans, does hereby
appoint each of William G. Stevens and James H. Stark the undersigned's true and
lawful attorney-in-fact with power to act with or without the undersigned, and
with full power of substitution and resubstitution, to execute in the name,
place and stead of the undersigned, and in the undersigned's capacity as a
director of the Company, said Registration Statement and any and all amendments
and post-effective amendments thereto, and all instruments as said
attorney-in-fact shall deem necessary or incidental in connection therewith and
to deliver and file the same with the Commission, for and on the undersigned's
behalf, and in the undersigned's name and in the undersigned's capacity or
capacities as aforesaid. Said attorney-in-fact shall have full power and
authority to do and perform in the name and on behalf of the undersigned in any
and all capacities every act whatsoever necessary or desirable to be done in the
premises as fully and to all intents and purposes as the undersigned might or
could do in person, the undersigned hereby ratifying and approving the acts of
said attorney-in-fact.
IN WITNESS WHEREOF, the undersigned has executed this instrument as of
the 20th day of January, 1997.
/S GEORGE B. PARK
George B. Park
Director
<PAGE>
Exhibit 24.1
POWER OF ATTORNEY
WHEREAS, Community Capital Corporation, a South Carolina corporation
(the "Company"), intends to file with the Securities and Exchange Commission
(the "Commission") under the Securities Act of 1933, as amended (the "Act"), a
Registration Statement on Form S-8, and any and all amendments thereto, as
prescribed by the Commission pursuant to the Act and the rules and regulations
of the Commission promulgated thereunder, together with any and all exhibits and
other documents relating to said Registration Statement, all in connection with
the Company's registration under the Act of the Community Capital Corporation
Stock (formerly Greenwood National Bancorporation) 1988 Employee Stock Option
Plan, Incentive Stock Option and Nonstatutory Stock Option Plan (1993), and
Chief Executive Officer Stock Option Plan (collectively the "Plans"), including
up to 567,252 shares in the aggregate of common stock, $1.00 par value per
share, of the Company (the "Common Stock") to be issued pursuant thereto and all
other interests offered or sold under the Plans; and all upon the terms and in
the manner to be set forth in said Registration Statement, referred to above;
NOW, THEREFORE, the undersigned in his/her capacity as a director of
the Company and member of the committee which administers the Plans, does hereby
appoint each of William G. Stevens and James H. Stark the undersigned's true and
lawful attorney-in-fact with power to act with or without the undersigned, and
with full power of substitution and resubstitution, to execute in the name,
place and stead of the undersigned, and in the undersigned's capacity as a
director of the Company, said Registration Statement and any and all amendments
and post-effective amendments thereto, and all instruments as said
attorney-in-fact shall deem necessary or incidental in connection therewith and
to deliver and file the same with the Commission, for and on the undersigned's
behalf, and in the undersigned's name and in the undersigned's capacity or
capacities as aforesaid. Said attorney-in-fact shall have full power and
authority to do and perform in the name and on behalf of the undersigned in any
and all capacities every act whatsoever necessary or desirable to be done in the
premises as fully and to all intents and purposes as the undersigned might or
could do in person, the undersigned hereby ratifying and approving the acts of
said attorney-in-fact.
IN WITNESS WHEREOF, the undersigned has executed this instrument as of
the 20th day of January, 1997.
/S JOSEPH H. PATRICK, JR.
Joseph H. Patrick, Jr.
Director
<PAGE>
Exhibit 24.1
POWER OF ATTORNEY
WHEREAS, Community Capital Corporation, a South Carolina corporation
(the "Company"), intends to file with the Securities and Exchange Commission
(the "Commission") under the Securities Act of 1933, as amended (the "Act"), a
Registration Statement on Form S-8, and any and all amendments thereto, as
prescribed by the Commission pursuant to the Act and the rules and regulations
of the Commission promulgated thereunder, together with any and all exhibits and
other documents relating to said Registration Statement, all in connection with
the Company's registration under the Act of the Community Capital Corporation
Stock (formerly Greenwood National Bancorporation) 1988 Employee Stock Option
Plan, Incentive Stock Option and Nonstatutory Stock Option Plan (1993), and
Chief Executive Officer Stock Option Plan (collectively the "Plans"), including
up to 567,252 shares in the aggregate of common stock, $1.00 par value per
share, of the Company (the "Common Stock") to be issued pursuant thereto and all
other interests offered or sold under the Plans; and all upon the terms and in
the manner to be set forth in said Registration Statement, referred to above;
NOW, THEREFORE, the undersigned in his/her capacity as a director of
the Company and member of the committee which administers the Plans, does hereby
appoint each of William G. Stevens and James H. Stark the undersigned's true and
lawful attorney-in-fact with power to act with or without the undersigned, and
with full power of substitution and resubstitution, to execute in the name,
place and stead of the undersigned, and in the undersigned's capacity as a
director of the Company, said Registration Statement and any and all amendments
and post-effective amendments thereto, and all instruments as said
attorney-in-fact shall deem necessary or incidental in connection therewith and
to deliver and file the same with the Commission, for and on the undersigned's
behalf, and in the undersigned's name and in the undersigned's capacity or
capacities as aforesaid. Said attorney-in-fact shall have full power and
authority to do and perform in the name and on behalf of the undersigned in any
and all capacities every act whatsoever necessary or desirable to be done in the
premises as fully and to all intents and purposes as the undersigned might or
could do in person, the undersigned hereby ratifying and approving the acts of
said attorney-in-fact.
IN WITNESS WHEREOF, the undersigned has executed this instrument as of
the 20th day of January, 1997.
/S DONNA W. ROBINSON
Donna W. Robinson
Director
<PAGE>
Exhibit 24.1
POWER OF ATTORNEY
WHEREAS, Community Capital Corporation, a South Carolina corporation
(the "Company"), intends to file with the Securities and Exchange Commission
(the "Commission") under the Securities Act of 1933, as amended (the "Act"), a
Registration Statement on Form S-8, and any and all amendments thereto, as
prescribed by the Commission pursuant to the Act and the rules and regulations
of the Commission promulgated thereunder, together with any and all exhibits and
other documents relating to said Registration Statement, all in connection with
the Company's registration under the Act of the Community Capital Corporation
Stock (formerly Greenwood National Bancorporation) 1988 Employee Stock Option
Plan, Incentive Stock Option and Nonstatutory Stock Option Plan (1993), and
Chief Executive Officer Stock Option Plan (collectively the "Plans"), including
up to 567,252 shares in the aggregate of common stock, $1.00 par value per
share, of the Company (the "Common Stock") to be issued pursuant thereto and all
other interests offered or sold under the Plans; and all upon the terms and in
the manner to be set forth in said Registration Statement, referred to above;
NOW, THEREFORE, the undersigned in his/her capacity as a director of
the Company and member of the committee which administers the Plans, does hereby
appoint each of William G. Stevens and James H. Stark the undersigned's true and
lawful attorney-in-fact with power to act with or without the undersigned, and
with full power of substitution and resubstitution, to execute in the name,
place and stead of the undersigned, and in the undersigned's capacity as a
director of the Company, said Registration Statement and any and all amendments
and post-effective amendments thereto, and all instruments as said
attorney-in-fact shall deem necessary or incidental in connection therewith and
to deliver and file the same with the Commission, for and on the undersigned's
behalf, and in the undersigned's name and in the undersigned's capacity or
capacities as aforesaid. Said attorney-in-fact shall have full power and
authority to do and perform in the name and on behalf of the undersigned in any
and all capacities every act whatsoever necessary or desirable to be done in the
premises as fully and to all intents and purposes as the undersigned might or
could do in person, the undersigned hereby ratifying and approving the acts of
said attorney-in-fact.
IN WITNESS WHEREOF, the undersigned has executed this instrument as of
the 20th day of January, 1997.
/S GEORGE D. RODGERS
George D. Rodgers
Director
<PAGE>
Exhibit 24.1
POWER OF ATTORNEY
WHEREAS, Community Capital Corporation, a South Carolina corporation
(the "Company"), intends to file with the Securities and Exchange Commission
(the "Commission") under the Securities Act of 1933, as amended (the "Act"), a
Registration Statement on Form S-8, and any and all amendments thereto, as
prescribed by the Commission pursuant to the Act and the rules and regulations
of the Commission promulgated thereunder, together with any and all exhibits and
other documents relating to said Registration Statement, all in connection with
the Company's registration under the Act of the Community Capital Corporation
Stock (formerly Greenwood National Bancorporation) 1988 Employee Stock Option
Plan, Incentive Stock Option and Nonstatutory Stock Option Plan (1993), and
Chief Executive Officer Stock Option Plan (collectively the "Plans"), including
up to 567,252 shares in the aggregate of common stock, $1.00 par value per
share, of the Company (the "Common Stock") to be issued pursuant thereto and all
other interests offered or sold under the Plans; and all upon the terms and in
the manner to be set forth in said Registration Statement, referred to above;
NOW, THEREFORE, the undersigned in his/her capacity as a director of
the Company and member of the committee which administers the Plans, does hereby
appoint each of William G. Stevens and James H. Stark the undersigned's true and
lawful attorney-in-fact with power to act with or without the undersigned, and
with full power of substitution and resubstitution, to execute in the name,
place and stead of the undersigned, and in the undersigned's capacity as a
director of the Company, said Registration Statement and any and all amendments
and post-effective amendments thereto, and all instruments as said
attorney-in-fact shall deem necessary or incidental in connection therewith and
to deliver and file the same with the Commission, for and on the undersigned's
behalf, and in the undersigned's name and in the undersigned's capacity or
capacities as aforesaid. Said attorney-in-fact shall have full power and
authority to do and perform in the name and on behalf of the undersigned in any
and all capacities every act whatsoever necessary or desirable to be done in the
premises as fully and to all intents and purposes as the undersigned might or
could do in person, the undersigned hereby ratifying and approving the acts of
said attorney-in-fact.
IN WITNESS WHEREOF, the undersigned has executed this instrument as of
the 20th day of January, 1997.
/S CHARLES J. ROGERS
Charles J. Rogers
Director
<PAGE>
Exhibit 24.1
POWER OF ATTORNEY
WHEREAS, Community Capital Corporation, a South Carolina corporation
(the "Company"), intends to file with the Securities and Exchange Commission
(the "Commission") under the Securities Act of 1933, as amended (the "Act"), a
Registration Statement on Form S-8, and any and all amendments thereto, as
prescribed by the Commission pursuant to the Act and the rules and regulations
of the Commission promulgated thereunder, together with any and all exhibits and
other documents relating to said Registration Statement, all in connection with
the Company's registration under the Act of the Community Capital Corporation
Stock (formerly Greenwood National Bancorporation) 1988 Employee Stock Option
Plan, Incentive Stock Option and Nonstatutory Stock Option Plan (1993), and
Chief Executive Officer Stock Option Plan (collectively the "Plans"), including
up to 567,252 shares in the aggregate of common stock, $1.00 par value per
share, of the Company (the "Common Stock") to be issued pursuant thereto and all
other interests offered or sold under the Plans; and all upon the terms and in
the manner to be set forth in said Registration Statement, referred to above;
NOW, THEREFORE, the undersigned in his/her capacity as a director of
the Company and member of the committee which administers the Plans, does hereby
appoint each of William G. Stevens and James H. Stark the undersigned's true and
lawful attorney-in-fact with power to act with or without the undersigned, and
with full power of substitution and resubstitution, to execute in the name,
place and stead of the undersigned, and in the undersigned's capacity as a
director of the Company, said Registration Statement and any and all amendments
and post-effective amendments thereto, and all instruments as said
attorney-in-fact shall deem necessary or incidental in connection therewith and
to deliver and file the same with the Commission, for and on the undersigned's
behalf, and in the undersigned's name and in the undersigned's capacity or
capacities as aforesaid. Said attorney-in-fact shall have full power and
authority to do and perform in the name and on behalf of the undersigned in any
and all capacities every act whatsoever necessary or desirable to be done in the
premises as fully and to all intents and purposes as the undersigned might or
could do in person, the undersigned hereby ratifying and approving the acts of
said attorney-in-fact.
IN WITNESS WHEREOF, the undersigned has executed this instrument as of
the 20th day of January, 1997.
/S THOMAS E. SKELTON
Thomas E. Skelton
Director
<PAGE>
Exhibit 24.1
POWER OF ATTORNEY
WHEREAS, Community Capital Corporation, a South Carolina corporation
(the "Company"), intends to file with the Securities and Exchange Commission
(the "Commission") under the Securities Act of 1933, as amended (the "Act"), a
Registration Statement on Form S-8, and any and all amendments thereto, as
prescribed by the Commission pursuant to the Act and the rules and regulations
of the Commission promulgated thereunder, together with any and all exhibits and
other documents relating to said Registration Statement, all in connection with
the Company's registration under the Act of the Community Capital Corporation
Stock (formerly Greenwood National Bancorporation) 1988 Employee Stock Option
Plan, Incentive Stock Option and Nonstatutory Stock Option Plan (1993), and
Chief Executive Officer Stock Option Plan (collectively the "Plans"), including
up to 567,252 shares in the aggregate of common stock, $1.00 par value per
share, of the Company (the "Common Stock") to be issued pursuant thereto and all
other interests offered or sold under the Plans; and all upon the terms and in
the manner to be set forth in said Registration Statement, referred to above;
NOW, THEREFORE, the undersigned in his/her capacity as a director of
the Company and member of the committee which administers the Plans, does hereby
appoint each of William G. Stevens and James H. Stark the undersigned's true and
lawful attorney-in-fact with power to act with or without the undersigned, and
with full power of substitution and resubstitution, to execute in the name,
place and stead of the undersigned, and in the undersigned's capacity as a
director of the Company, said Registration Statement and any and all amendments
and post-effective amendments thereto, and all instruments as said
attorney-in-fact shall deem necessary or incidental in connection therewith and
to deliver and file the same with the Commission, for and on the undersigned's
behalf, and in the undersigned's name and in the undersigned's capacity or
capacities as aforesaid. Said attorney-in-fact shall have full power and
authority to do and perform in the name and on behalf of the undersigned in any
and all capacities every act whatsoever necessary or desirable to be done in the
premises as fully and to all intents and purposes as the undersigned might or
could do in person, the undersigned hereby ratifying and approving the acts of
said attorney-in-fact.
IN WITNESS WHEREOF, the undersigned has executed this instrument as of
the 20th day of January, 1997.
/S LEX D. WALTERS
Lex D. Walters
Director
