As filed with the Securities and Exchange Commission on September 26, 1996
Registration No. 333-11773
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
AMENDMENT NO. 2
TO
FORM SB-2
Registration Statement
Under the
Securities Act of 1933
EMCLAIRE FINANCIAL CORP.
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(Name of Small Business Issuer in Its Charter)
Pennsylvania 6021 25-1606091
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(State or Other jurisdiction of (Primary Standard (I.R.S. Employer
incorporation or organization) Industrial Classification Identification No.)
Code Number)
612 Main Street, Box D, Emlenton, Pennsylvania 16373
(412) 867-2311
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(Address and telephone number of principal executive offices)
Ronald L. Ashbaugh, President
Emclaire Financial Corp.
612 Main Street, Box D, Emlenton, Pennsylvania 16373
(412) 867-2311
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(Name, address and telephone number of agent for service)
Please send copies of all communications to:
Gregory A. Gehlmann, Esq.
Michael W. Zarlenga, Esq.
MALIZIA, SPIDI, SLOANE & FISCH, P.C.
1301 K Street, N.W., Suite 700 East, Washington, D.C. 20005
APPROXIMATE DATE OF COMMENCEMENT OF PROPOSED SALE TO THE PUBLIC:
As soon as practicable after this Registration Statement is declared effective.
If this Form is filed to register additional securities for an offering
pursuant to Rule 462(b) under the Securities Act, please check the following box
and list the Securities Act registration statement number of the earlier
effective registration statement for the same offering. [ ]
If this Form is a post-effective amendment filed pursuant to Rule 462(c)
under the Securities Act, check the following box and list the Securities Act
registration statement number of the earlier registration statement for the same
offering. [ ]
If delivery of the prospectus is expected to be made pursuant to Rule 434,
please check the following box. [ ]
The registrant hereby amends this registration statement on such date or
dates as may be necessary to delay its effective date until the registrant shall
file a further amendment which specifically states that this registration
statement shall thereafter become effective in accordance with Section 8(a) of
the Securities Act of 1933 or until the registration statement shall become
effective on such date as the Commission, acting pursuant to said Section 8(a),
may determine.
<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 SB-2 and authorized this registration
statement to be signed on its behalf by the undersigned, in the City of
Emlenton, Commonwealth of Pennsylvania, on September 26, 1996.
EMCLAIRE FINANCIAL CORPORATION
By: /s/ Ronald L. Ashbaugh
Ronald L. Ashbaugh
President
(Duly Authorized Representative)
We the undersigned directors and officers of Emclaire Financial Corp. (the
"Corporation") do hereby severally constitute and appoint John J. Boczar our
true and lawful attorneys and agents, to do any and all things and acts in our
names in the capacities indicated below and to execute all instruments for us
and in our names in the capacities indicated below which said John J. Boczar may
deem necessary or advisable to enable the Corporation to comply with the
Securities Act of 1933, as amended, and any rules, regulations and requirements
of the Securities and Exchange Commission, in connection with the registration
statement on Form SB-2 relating to the offering of the Corporation's common
stock, including specifically but not limited to, power and authority to sign
for us or any of us in our names in the capacities indicated below the
registration statement and any and all amendments (including post-effective
amendments) thereto; and we hereby ratify and confirm all that John J. Boczar
shall do or cause to be done by virtue hereof.
In accordance with the requirements of the Securities Act of 1933, this
registration statement has been signed below by the following persons in the
capacities indicated on September 26, 1996.
/s/ Ronald L. Ashbaugh /s/ John J. Boczar
Ronald L. Ashbaugh John J. Boczar
President Treasurer
(Principal Executive Officer) (Principal Financial and Accounting Officer)
/s/ Dr. Clinton R. Coulter /s/ David L. Cox
Dr. Clinton R. Coulter David L. Cox
Director Vice President and Director
/s/ Bernadette H. Crooks /s/ George W. Feeman
Bernadette H. Crooks George W. Freeman
Director Director
/s/ Rodney C. Heeter /s/ Robert L. Hunter
Rodney C. Heeter Robert L. Hunter
Director Director
<PAGE>
SIGNATURES (cont.)
/s/ J. Michael King /s/ John B. Mason
J. Michael King John B. Mason
Director Director
/s/ Elizabeth C. Smith
Elizabeth C. Smith
Director
