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Registration No. -
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)
1402 C HIGHWAY 72 WEST
GREENWOOD, SOUTH CAROLINA 29646
(Address of principal executive offices) (Zip code)
COMMUNITY CAPITAL CORPORATION
1997 STOCK INCENTIVE PLAN
(FULL TITLE OF THE PLAN)
WILLIAM G. STEVENS
PRESIDENT AND CHIEF OPERATING OFFICER
1402 C HIGHWAY 72 WEST
GREENWOOD, SOUTH CAROLINA 29646
(864) 941-8200
(Name, address, including zip code, and telephone number,
including area code, of agent for service)
CALCULATION OF REGISTRATION FEE
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<S> <C> <C> <C>
TITLE OF EACH CLASS PROPOSED MAXIMUM PROPOSED MAXIMUM
OF SECURITIES TO AMOUNT TO BE OFFERING PRICE AGGREGATE OFFERING AMOUNT OF
BE REGISTERED REGISTERED(1) PER SHARE(2) PRICE(2) REGISTRATION FEE
- ----------------------------------------------------------------------------------------------------------------------
Common Stock, $1.00 par
value per share 600,000 $7.125 $4,275,000 $1,129
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</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 (c) and (h) under the Securities Act of 1933, as
amended, estimated solely for the purpose of calculating the
registration fee based on the average of the high and low sales prices
for the Registrant's Common Stock as reported on the American Stock
Exchange on February 22, 2000.
<PAGE>
This Registration Statement on Form S-8 relates to the 600,000 shares
of common stock, $1.00 par value per share, of Community Capital Corporation
(the "Company") issuable pursuant to the terms of the Community Capital
Corporation 1997 Stock Incentive Plan.
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, 1998, 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,
1998; 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 (the "SC Act"), 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 and Bylaws also provide the Registrant with the power and
authority to the fullest extent legally permissible under the SC Act 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. The Registrant's Articles of Incorporation and Bylaws mandate
indemnification of such persons in certain circumstances and set forth such
indemnification provisions as a contractual right of such persons. 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.
Insofar as indemnification for liabilities arising under the Securities
Act of 1933, as amended (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.
<PAGE>
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. Notwithstanding the foregoing,
any increase or decrease in the volume of
securities offered (if the total dollar
value of securities offered would not exceed
that which was registered) and any deviation
from the low or high and of the estimated
maximum offering range may be reflected in
the form of prospectus filed with the
Commission pursuant to Rule 424(b) if, in
the aggregate, the changes in volume and
price represent no more than 20 percent
change in the maximum aggregate offering
price set forth in the "Calculation of
Registration Fee" table in the effective
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 paragraphs (i) and (ii) do
not apply if the Registration Statement is on Form
S-3, Form S-8 or Form F-3 and the information
required to be included in a post-effective amendment
by those subparagraphs is contained in periodic
reports filed with or furnished to the Commission 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.
(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>
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 February 18,
2000.
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.
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<S> <C> <C> <C> <C> <C> <C>
SIGNATURE TITLE DATE
/S WILLIAM G. STEVENS President, Chief Executive Officer February 18, 2000
- ------------------------
William G. Stevens and Director
/S JAMES H. STARK Chief Financial Officer (Principal February 18, 2000
- ---------------------------
James H. Stark Financial and Accounting Officer)
* Assistant Secretary and Director February 18, 2000
- -------------------------------------
Patricia C. Edmonds
* Director February 18, 2000
- -------------------------------------
David P. Allred
* Director February 18, 2000
- -------------------------------------
Earl H. Bergen
* Director February 18, 2000
- -------------------------------------
Robert C. Coleman
* Director February 18, 2000
- -------------------------------------
John W. Drummond
* Director February 18, 2000
- -------------------------------------
James M. Horton
* Director February 18, 2000
- ------------------------------------
Wayne Q. Justesen, Jr.
* Director February 18, 2000
- -------------------------------------
Clinton C. Lemon, Jr.
* Director February 18, 2000
- ------------------------------------
Thomas C. Lynch, Jr.
* Director February 18, 2000
- ------------------------------------
H. Edward Munnerlyn
<PAGE>
* Director February 18, 2000
- -------------------------------------
George B. Park
* Director February 18, 2000
- ------------------------------------
Joseph H. Patrick, Jr.
* Director February 18, 2000
- -------------------------------------
George D. Rodgers
* Director February 18, 2000
- -------------------------------------
Charles J. Rogers
* Director February 18, 2000
- -------------------------------------
Thomas E. Skelton
* Director February 18, 2000
- -------------------------------------
Lex D. Walters
*By:/S WILLIAM STEVENS February 18, 2000
-------------------
William G. Stevens
(As attorney-in-fact for each of the
persons indicated)
</TABLE>
<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.
Exhibit 5.1
[ LETTERHEAD OF NEXSEN PRUET JACOBS AND POLLARD, LLP ]
February 18, 2000
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 1997 Stock Incentive Plan (the "Plan") 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 Plan and exercised in accordance with the provisions of the Plan. 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 Plan
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 Plan as set forth in the Registration Statement, the shares of
Common Stock so issued will be validly issued, fully paid, and nonassessable.
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/William S. McMaster
--------------------------------
William S. McMaster
Partner
Exhibit 23.1
[LETTERHEAD OF TOURVILLE, SIMPSON & HENDERSON, L.L.P.]
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 Community Capital Corporation of our report, dated January 20, 1999
(except for Note 16, as to which the date is January 27, 1999) relating to the
consolidated balance sheets of Community Capital Corporation as of December 31,
1998 and 1997 and the related consolidated statements of operations, changes in
shareholders' equity and cash flows for each of the three years in the period
ended December 31, 1998, which report is included in the 1998 Annual Report on
Form 10-K of Community Capital Corporation.
/S/ TOURVILLE, SIMPSON & HENDERSON, L.L.P.
TOURVILLE, SIMPSON & HENDERSON, L.L.P.
Columbia, South Carolina
February 10, 2000
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 1997 Stock Incentive Plan (the "Plan"), including up to 600,000
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 Plan; 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, 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 18th day of February, 2000.
/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 1997 Stock Incentive Plan (the "Plan"), including up to 600,000
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 Plan; 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, 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 18th day of February, 2000.
/S/DAVID P. ALLRED
---------------------------
David P. Allred, M.D.
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 1997 Stock Incentive Plan (the "Plan"), including up to 600,000
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 Plan; 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, 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 18th day of February, 2000.
/S/EARL H. BERGEN
---------------------------
Earl H. Bergen
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 1997 Stock Incentive Plan (the "Plan"), including up to 600,000
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 Plan; 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, 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 18th day of February, 2000.
/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 1997 Stock Incentive Plan (the "Plan"), including up to 600,000
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 Plan; 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, 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 18th day of February, 2000.
/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 1997 Stock Incentive Plan (the "Plan"), including up to 600,000
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 Plan; 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, 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 18th day of February, 2000.
/S/JAMES M. HORTON
---------------------------
James M. Horton
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 1997 Stock Incentive Plan (the "Plan"), including up to 600,000
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 Plan; 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, 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 18th day of February, 2000.
/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 1997 Stock Incentive Plan (the "Plan"), including up to 600,000
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 Plan; 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, 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 18th day of February, 2000.
/S/CLINTON C. LEMON, JR.
------------------------
Clinton C. Lemon, 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 1997 Stock Incentive Plan (the "Plan"), including up to 600,000
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 Plan; 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, 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 18th day of February, 2000.
/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 1997 Stock Incentive Plan (the "Plan"), including up to 600,000
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 Plan; 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, 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 18th day of February, 2000.
/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 1997 Stock Incentive Plan (the "Plan"), including up to 600,000
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 Plan; 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, 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 18th day of February, 2000.
/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 1997 Stock Incentive Plan (the "Plan"), including up to 600,000
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 Plan; 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, 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 18th day of February, 2000.
/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 1997 Stock Incentive Plan (the "Plan"), including up to 600,000
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 Plan; 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, 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 18th day of February, 2000.
/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 1997 Stock Incentive Plan (the "Plan"), including up to 600,000
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 Plan; 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, 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 18th day of February, 2000.
/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 1997 Stock Incentive Plan (the "Plan"), including up to 600,000
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 Plan; 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, 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 18th day of February, 2000.
/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 1997 Stock Incentive Plan (the "Plan"), including up to 600,000
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 Plan; 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, 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 18th day of February, 2000.
/S/LEX D. WALTERS
---------------------------
Lex D. Walters
Director
