U.S. SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-QSB
[x] QUARTERLY REPORT PURSUANT TO SECTION
13 OR 15 (d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended March 31,
1997
OR
[ ] TRANSITION REPORT PURSUANT TO
SECTION 13 OR 15 (d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the transition period
from ________ to ________
Commission file
number 0-25518
SOBIESKI BANCORP, INC.
(Exact name of small business issuer as
specified in its charter)
Delaware
35-1942803_________
(State or other jurisdiction of
(IRS Employer Identification No.)
incorporation or organization)
2930 W. Cleveland Road, South Bend,
Indiana 46628
(Address of principal executive offices)
(Zip Code)
Issuer's telephone number, including
area code: (219) 271-8300
Check whether the issuer (1) filed all
reports required to be filed by Section
13 or 15(d) of the Exchange Act during
the past 12 months (or for such shorter
period that the registrant was required
to file such reports), and (2) has been
subject to such filing requirements for
the past 90 days.
Yes[X] No [ ]
As of May 12, 1997, there were 759,632
shares of the registrant's common stock
issued and outstanding.
SOBIESKI BANCORP, INC.
AND SUBSIDIARY
INDEX
Page
Number
PART I. FINANCIAL INFORMATION
Item 1. Financial Statements
Condensed Consolidated Statements of
Financial Condition 1
Condensed Consolidated Statements of
Income 2
Condensed Consolidated Statements of
Cash Flows 3
Notes to Condensed Consolidated
Financial Statements 4-5
Item 2. Management's Discussion and
Analysis of Financial Condition
and Results of Operations 6-8
PART II. OTHER INFORMATION
Item 1. Legal Proceedings 9
Item 2. Changes in Securities 9
Item 3. Defaults Upon Senior Securities9
Item 4. Submission of Matters To a Vote
of Security Holders 9
Item 5. Other Information 9
Item 6. Exhibits and Reports on Form 8-K
9
SIGNATURES 10
EXHIBIT A 11-12
i
Sobieski Bancorp, Inc. And Subsidiary
Condensed Consolidated Statements Of
Financial Condition
March 31, 1997 and June 30, 1996
<TABLE>
<CAPTION>
March 31, June 30,
ASSETS 1997 1996 .
(Unaudited)
Cash, including interest-bearing
deposits in other financial
institutions of $ -0- and
<C> <C> <C>
$334,793, respectively $ 763,202 $ 1,258,520
Federal funds sold - 127,000
Certificates of deposit 198,000 198,000
Investment securities,
available-for-sale (amortized
cost of $1,500,278 and
$3,167,813, respectively) 1,492,099 3,193,784
Investment securities,
held-to-maturity (market
value of approximately
$1,493,400 and $1,497,000,
respectively) 1,500,000 1,500,000
Mortgage-backed securities,
available-for-sale (amortized
cost of $1,871,792 and $2,383,429,
respectively) 1,845,833 2,344,925
Mortgage-backed securities,
held-to-maturity (market value of
approximately $11,985,870 and
$13,424,600, respectively) 12,335,519 13,806,725
Loans receivable, net 57,697,960 53,114,094
Federal Home Loan Bank stock,
at cost 636,000 636,000
Property and equipment, net 2,053,601 2,110,699
Other assets 533,612 557,044
Deferred income taxes 24,523 15,960
Total assets $ 79,080,349 $ 78,862,751
LIABILITIES AND STOCKHOLDERS' EQUITY
Liabilities:
Deposits $ 58,996,100 $ 61,226,683
Federal Home Loan Bank advances 7,100,000 3,000,000
Advances from borrowers for
taxes and insurance 588,371 264,531
Accrued income taxes 56,917 129,305
Accrued interest and other
expenses 157,916 188,042
Total liabilities 66,899,304 64,808,561
Stockholders' equity:
Preferred stock, $.01 par
value: 500,000 shares authorized;
none issued -
- -
Common stock, $.01 par value:
3,500,000 shares authorized;
966,000 shares issued 9,660 9,660
Additional paid-in capital 9,107,121 9,099,156
Retained earnings, substantially
restricted 6,608,756 6,538,602
Net unrealized depreciation of
securities available-for-sale (20,613) (7,571)
15,704,924 15,639,847
Less: Treasury stock, at cost,
206,368 and 71,940 shares,
respectively 2,879,879 909,457
Unallocated Employee Stock
Ownership Plan shares;
64,400 shares and 67,620
shares, respectively 644,000 676,200
Total stockholders' equity 12,181,045 14,054,190
Total liabilities and
stockholders' equity $ 79,080,349 $ 78,862,751
</TABLE>
See accompanying notes to condensed consolidated financial
statements.
1
Sobieski Bancorp, Inc. And Subsidiary
Condensed Consolidated Statements Of Income
for the three and nine months ended March 31, 1997 and 1996
<TABLE>
<CAPTION>
Three Months Nine Months
Ended March 31, Ended March 31,
1997 1996 1997 1996
(Unaudited) (Unaudited)
Interest Income:
<S> <C> <C> <C> <C>
Loans $1,120,665 $ 978,743 $ 3,265,893 $2,946,170
Mortgage-backed
securities 234,098 256,459 728,037 737,446
Interest-bearing deposits 7,549 54,410 36,942 232,905
Investments and other 61,191 44,770 216,668 153,050
Total interest income 1,423,503 1,334,382 4,247,540 4,069,571
Interest expense:
Interest on deposits 682,010 750,278 2,112,315 2,285,987
Interest on borrowings 90,477 - 231,565 -
Total interest expense 772,487 750,278 2,343,880 2,285,987
Net interest income 651,016 584,104 1,903,660 1,783,584
Non-interest income:
Fees and service charges 44,647 22,437 126,698 77,687
Gain on sale of
securities - - 63,535 -
Other income 4,108 20,735 20,403 48,793
Total non-interest
income 48,755 43,172 210,636 126,480
Non-interest expenses:
Compensation and
benefits 257,712 237,593 747,516 707,996
Occupancy and equipment 67,905 64,343 193,412 190,533
Federal deposit
insurance premiums 2,148 36,032 486,155 108,425
Advertising and
promotion 17,483 13,662 25,115 29,534
Service bureau expense 24,841 28,096 75,916 83,077
Other operating
expenses 115,404 135,921 375,938 400,748
Total non-interest
expenses 485,493 515,647 1,904,052 1,520,313
Income before income
taxes 214,278 111,629 210,244 389,751
Provision for income
taxes 82,275 38,600 80,675 147,500
Net income $ 132,003 $ 73,029 $ 129,569 $ 242,251
Earnings per
common share $ 0.18 $ 0.09 $ 0.16 $ 0.28
Dividends per
common share $ 0.07 $ - $ 0.07 $ - .
</TABLE>
See accompanying notes to condensed consolidated financial
statements.
<TABLE>
2
Sobieski Bancorp, Inc. And Subsidiary
Condensed Consolidated Statements Of Cash Flows
for the nine months ended March 31, 1997 and 1996
Nine Months
Ended March 31,
1997 1996
(Unaudited)
Cash flows provided by (used in)
operating activities:
<S> <C> <C> <C> <C>
Net income $ 129,569 $ 242,251
Adjustments to reconcile
net income to net cash
provided by operating
activities:
Depreciation of property
and equipment 83,701 79,724
(Gain) loss on disposal of
equipment (250) 775
Gain on sale of investment
securities (66,152) -
Loss on sale of mortgage-backed
securities 2,617 -
Loss on sale of real estate owned,
net - 3,301
Contribution to Employee Stock
Ownership Plan 40,165 62,388
Amortization of premiums and
accretion of discounts, net 56,312 58,622
Amortization of deferred loan fees (34,440) (49,130)
Loan fees collected, net of costs - 1,590
Decrease(increase) in other assets 23,432 (890)
Decrease)increase in accrued
income taxes (72,388) 96,110
Decrease in accrued interest and
other expenses (30,126) -
Net cash provided by operating
activities 132,440 494,741
Cash flows provided by (used in)
investing activities:
Purchase of investment securities (12,415) (38,487)
Purchase of mortgage-backed securities - (1,974,313)
Proceeds from maturities of
investment securities 600,000 -
Principal reductions of
mortgage-backed securities 1,637,854 1,474,118
Proceeds from sale of investment
securities 1,138,025 -
Proceeds from sale of mortgage-
backed securities 294,137 -
Net (increase) decrease in loans
made to customers and principal
collections on loans (4,549,426) 1,260,387
Proceeds from sale of real
estate owned - 700
Proceeds from sale of equipment 250 -
Purchase of property and equipment (26,603) (40,624)
Net cash provided by (used in)
investing activities (918,178) 681,781
Cash flows provided by (used in)
financing activities:
Federal Home Loan Bank advances 4,500,000 -
Repayment of Federal Home Loan
Bank advances (400,000) -
Purchase of treasury stock (1,970,422) (742,363)
Cash dividend (59,415) -
Net decrease in deposits (2,230,583) (1,792,228)
Increase in advances from
borrowers for taxes and insurance 323,840 243,299
Net cash provided by (used in)
financing activities 163,420 (2,291,292)
Decrease in cash and cash
equivalents (622,318) (1,114,770)
Cash and cash equivalents,
beginning of period 1,385,520 6,028,611
Cash and cash equivalents, end
of period $ 763,202 $ 4,913,841
</TABLE>
See accompanying notes to condensed consolidated financial
statements.
3
Sobieski Bancorp, Inc. And Subsidiary
Notes To Condensed Consolidated
Financial Statements
A. GENERAL.
The accompanying condensed
consolidated financial statements
include the accounts of Sobieski
Bancorp, Inc. (the "Company") and
its wholly owned subsidiary,
Sobieski Federal Savings and Loan
Association of South Bend (the
"Association").
The condensed consolidated
financial statements included
herein have been prepared by the
registrant pursuant to the rules
and regulations of the Securities
and Exchange Commission. Certain
information and footnote
disclosures normally included in
financial statements prepared in
accordance with generally accepted
accounting principles have been
condensed or omitted pursuant to
such rules and regulations,
although the registrant believes
that the disclosures are adequate
to make the information presented
not misleading. In the opinion of
management, the accompanying
unaudited condensed consolidated
financial statements contain all
adjustments, consisting only of
normal recurring accruals,
necessary for a fair presentation
of the Company's consolidated
financial position, results of
operations and cash flows for the
interim periods presented. The
consolidated results of operations
for the interim periods presented
are not necessarily indicative of
the results that may be expected
for the full year. The
accompanying unaudited condensed
consolidated financial statements
should be read in conjunction with
the Company's consolidated
financial statements included in
the Company's Annual Report on Form
10-KSB for the year ended June 30,
1996.
The Company cautions that any
forward looking statements
contained in this report, in a
report incorporated by reference to
this report or made by management
of the Company involve risks and
uncertainties and are subject to
change based on various factors.
Actual results could differ
materially from those expressed or
implied.
B. CONVERSION AND ISSUANCE OF COMMON
STOCK.
On October 4, 1994, the Board of
Directors of the Association
adopted a plan of conversion to
convert the Association from a
federally chartered mutual savings
and loan association to a federally
chartered stock savings and loan
association (the "Conversion").
The Association obtained the
required regulatory approval for
the Conversion in February 1995 and
on March 22, 1995 the plan of
conversion was approved by a
majority of the votes eligible to
be cast by the members of the
Association.
Sobieski Bancorp, Inc. (the
"Company") was organized as a
Delaware corporation in December
1994 for the purpose of acquiring
all of the issued and outstanding
capital stock of the Association
issued in the Conversion.
At the time of Conversion, the
Association established a
liquidation account in an amount
equal to the Association's retained
earnings as of September 30, 1994.
The liquidation account will be
maintained for the benefit of
depositors, as of the eligibility
record date and supplemental
eligibility record date, who
continue to maintain their deposits
with the Association after the
Conversion. In the event of a
complete liquidation (and only in
such event), each eligible
depositor will be entitled to
receive a liquidation distribution
from the liquidation account, in
the proportionate amount of the
then current adjusted balance for
deposits then held, before any
liquidation distribution may be
made with respect to the
stockholders.
Current regulations allow the
Company to pay dividends on its
stock if its regulatory capital
would not thereby be reduced below
the amount then required for the
aforementioned liquidation account.
Also, capital distribution
regulations limit the Company's
ability to make capital
distributions which include
dividends, stock redemptions,
repurchases and other transactions
charged to the capital account
based on its capital level and
supervisory condition. Federal
regulations also preclude any
repurchase of the stock of the
Company for three years after
conversion except for purchases of
qualifying shares of a director and
repurchases pursuant to an offer
made on a pro rata basis to all
stockholders and with prior
approval of the Office of Thrift
Supervision or pursuant to an open-
market stock repurchase program
with certain regulatory criteria.
4
Sobieski Bancorp, Inc. And Subsidiary
Notes To Condensed Consolidated
Financial Statements, Concluded.
C. ACCOUNTING POLICIES.
Securities
Securities that may be sold as part
of the Association's
asset/liability or liquidity
management or in response to or in
anticipation of changes in interest
rates and resulting prepayment
risk, or for other similar factors,
are classified as available-for-
sale and carried at fair market
value. Unrealized holding gains
and losses on securities classified
as available-for-sale are reported
net of related deferred income
taxes as a separate component of
stockholders' equity. Securities
that the Association has the
ability and positive intent to hold
to maturity are classified as held-
to-maturity and carried at
amortized cost. Trading securities
are carried at fair market value
with unrealized holding gains and
losses included in earnings. Gains
and losses on all securities
transactions are recognized when
sold as determined by the
identified certificate method. The
Association had no trading
securities at March 31, 1997.
For the nine-month period ended
March 31, 1997, the Association had
net realized gains on the sales of
investment and mortgage-backed
securities available-for-sale in
the amount of $63,535.
Allowance For Loan Losses
The allowance for loan losses is
established through a provision for
loan losses based on management's
evaluation of the risks inherent in
its loan portfolio and changes in
the nature and volume of its loan
activity, including those loans
which are being specifically
monitored by management. Such
evaluation, which includes a review
of loans for which full
collectibility may not be
reasonably assured, considers among
other matters, loan classification,
the estimated fair value of the
underlying collateral, economic
conditions, historical loan loss
experience, the amount of loans
outstanding and other factors that
warrant recognition in providing
for an adequate allowance for loan
losses. A significant factor
considered in the Company's
allowance is its historically low
level of loans other than one-to-
four family real estate loans. The
Company's nonaccrual loans at March
31, 1997 aggregated $196,468.
Earnings Per Common Share
Earnings per common share is
calculated by dividing net income
for the period by the weighted
average number of common shares
outstanding. The Company accounts
for the shares of common stock
acquired by its Employee Stock
Ownership Plan ("ESOP") and the
restricted shares awarded under its
Recognition and Retention Plan
("RRP") in accordance with
Statement of Position 93-6 which
prescribes that shares held by the
ESOP and the restricted shares
awarded under the RRP are not
considered in the weighted average
number of shares outstanding until
such shares are committed for
allocation to an ESOP participant's
individual account or vested, in
the case of the RRP. As of March
31, 1997, 14,490 shares were
released or committed to be
released to ESOP participants and
3,172 shares are vested under the
RRP. Accordingly, the weighted
average number of common shares
outstanding for the three and nine-
month periods ended March 31, 1997
were 742,438 and 795,830,
respectively. The weighted average
number of common shares outstanding
for the same periods in 1996 were
843,665 and 873,305, respectively.
5
Item 2. Management's Discussion And
Analysis of Financial Condition And
Results of Operations
Financial Condition
The Company's total assets increased
$217,600 during the nine months ended
March 31, 1997. This increase was mainly
due to an increase in loans receivable
of $4.6 million. The increase was offset
in part by decreases in investment
securities of $1.7 million and in
mortgage-backed securities of $2.0
million. The increase in loans
receivable was a result of purchasing
participation interests in commercial
loans, and increased demand for
commercial and mortgage loans.
The Company's total liabilities
increased $2.1 million from $64.8
million at June 30, 1996 to $66.9
million at March 31, 1997. The increase
was primarily attributable to an
increase in Federal Home Loan Bank
("FHLB") advances of $4.1 million. These
advances are being used to fund
purchases of participation interests in
commercial loans. Deposits decreased
$2.2 million from $61.2 million at June
30, 1996 to $59 million at March 31,
1997. The decrease was a result of
customers seeking higher yielding
investment alternatives.
Stockholders' equity decreased by $1.9
million to $12.2 million at March 31,
1997 compared to $14.0 million at June
30, 1996 principally as a result of
common stock repurchases.
Results of Operations
General. The Company recorded net income
for the three months ended March 31,
1997 of $132,000 which is an increase of
$59,000 over net income of $73,000 for
the same period in 1996. For the nine
months ended March 31, 1997, the
Company's reported net income of
$129,600 as compared to net income of
$242,250 for the comparable period in
the prior year was a result of the one-
time assessment to recapitalize SAIF in
the amount of $250,100, net of tax.
Net Interest Income. The Company's net
income is primarily dependent upon net
interest income. Net interest income
was $651,000 and $1.9 million for the
three and nine-month periods ended March
31, 1997, respectively, as compared to
$584,100 and $1.8 million for the same
periods in the prior year. The increase
of $66,900 and $120,100 for the three
and nine-month periods, respectively,
was primarily a result of increased
income earned on loans and a decrease in
interest paid on deposits. The increase
in interest income earned on loans was
generated by the increased volume of
commercial loans and residential
mortgage loans.
Interest expense for the three and nine-
month periods ended March 31, 1997 was
$772,500 and $2.34 million,
respectively, as compared to $750,300
and $2.29 million for the comparable
periods in the prior year. The increases
in interest expense for the three and
nine-month periods ended March 31, 1997
was attributable to interest paid on
FHLB advances, offset by a decrease in
amounts paid on deposits.
The weighted average yield earned on the
Company's loan portfolio for the three
and nine-month periods ended March 31,
1997 was 7.85% and 7.85% compared to
7.81% and 8.10% for the comparable
period in 1996.
Provisions for Loan Losses. During the
three and nine-month periods ended March
31, 1997 and 1996, respectively, the
Company had no provision for loan
losses.
At March 31, 1997, the Company's
allowance for loan losses totaled
$200,000 or .35% of net loans receivable
and 102% of total non-performing loans.
Although management believes that it
uses the best information available to
determine the allowance, unforeseen
market conditions could result in
adjustments and net income could be
significantly affected if circumstances
differ substantially from the
assumptions used in making the final
determination. Future additions to the
Company's allowance for loan losses will
be the result of periodic loan, property
and collateral reviews and thus cannot
be predicted in advance. In addition
federal regulatory agencies, as an
integral part of their oversight
process, periodically review the
Company's allowance for loan losses.
Such agencies may require the Company to
recognize additions to the allowance
based upon their judgment of the
information available to them at the
time of their examination.
6
Item 2. Management's Discussion And
Analysis of Financial Condition And
Results of Operations,
Continued.
Non-Interest Income. Non-interest
income consists primarily of fees and
service charges on deposit accounts and
securities gains. Non-interest income
increased $5,600 to $48,800 for the
three months ended March 31, 1997 as
compared to $43,200 for the same period
last year and increased $84,100 to
$210,600 for the nine months ended March
31, 1997 from $126,500 for the same
period in 1996. These increases were due
primarily to net gains on the sale of
securities of $63,535. The increase in
fees was the result of quarterly service
charges on savings accounts.
Non-Interest Expenses. Non-interest
expenses decreased $485,500 for the
three month period and was $1.9 million
for nine-month periods ended March 31,
1997, respectively, compared to $515,600
and $1.5 million for the same periods
last year. The increase of $384,000 for
the nine-month period ended March 31,
1997 was primarily attributable to the
one-time special assessment of $414,000
to recapitalize the SAIF fund. The
decrease of $30,100 for the three- month
period ended March 31, 1997 was due to
decreases of $34,000 in federal deposit
insurance premiums, and $20,500 in legal
and corporate expenses offset by an
increase of $20,100 in compensation and
benefits and $3,600 in occupancy
expense.
Income Taxes. Income taxes increased
$44,000 for the three months due to
higher pre-tax income for the quarter
and decreased $67,000 for the nine-month
period ended March 31, 1997, primarily
as a result of tax benefits resulting
from the SAIF assessment. The Company's
effective tax rate for the three and
nine-month periods ended March 31, 1997
was 38.4% and 38.4%, respectively,
compared to 34.6% and 37.8%,
respectively, for the comparable periods
in 1996.
Liquidity and Capital Resources
The Company's principal sources of funds
are deposits and principal and interest
payments on loans and investments.
While scheduled loan repayments and
maturing investments are relatively
predictable, deposit flows and early
loan prepayments are more influenced by
interest rates, general economic
conditions and competition.
Additionally, the Company may borrow
funds from the Federal Home Loan Bank of
Indianapolis ("FHLB") or utilize other
borrowings of funds based on need,
comparative costs and availability at
the time.
Federal regulations have required the
Company to maintain minimum levels of
liquid assets. The required percentage
has varied from time to time based upon
the economic conditions and savings
flows and is currently 5% of net
withdrawable savings deposits and
borrowings payable on demand or in one
year or less during the preceding
calendar month. Liquid assets for
purposes of this ratio include cash,
certain time deposits, U.S. Government
obligations, government agency and other
securities and obligations generally
having remaining maturities of less than
five years. The Company has maintained
its liquidity ratio at levels in excess
of those required. At the March 31,
1997, the Company's liquidity ratio was
6.94%.
At March 31, 1997, the Company had
$7,100,000 in outstanding advances from
the FHLB used primarily to fund
purchases of participation interest in
commercial loans and other investments.
The Company uses its liquidity resources
principally to meet ongoing commitments,
to fund maturing certificates of deposit
and deposit withdrawals and to meet
operating expenses. At March 31, 1997,
the Company had outstanding commitments
to extend credit which amounted to
$3,089,000 (including $2,329,000 in
available home equity lines of credit).
Management believes that loan repayments
and other sources of funds will be
adequate to meet the Company's
foreseeable liquidity needs.
At March 31, 1997, the Association had
tangible capital of $8.8 million or
11.2% of adjusted total assets which was
$7.6 million above the minimum capital
requirement of $1.2 million or 1.5% of
adjusted total assets.
At March 31, 1997, the Association had
core capital of $8.8 million or 11.2% of
adjusted total assets which was $6.4
million above the minimum capital
requirement of $2.4 million or 3.0% of
adjusted total assets.
7
Item 2. Management's Discussion And
Analysis of Financial Condition And
Results of Operations,
Concluded.
At March 31, 1997, the Association had
total risk-based capital of $9.0 million
and risk-weighted assets of $31.4
million or total risk-based capital of
29.0% of risk-weighted assets. This
amount was $6.5 million above the
minimum regulatory risk-based capital
requirement of $2.5 million, or 8.0% of
risk-weighted assets.
Financial Accounting Developments
In October 1995, Statement of Financial
Accounting Standards No. 123,
"Accounting for Stock-Based
Compensation" ("SFAS 123"), was issued.
This Statement requires the fair value
of stock options and other stock-based
compensation issued to employees to
either be included as compensation
expense in the income statement, or the
proforma effect on net income and
earnings per share of such compensation
expense to be disclosed in the footnotes
to the Company's financial statements
commencing with the Company's 1997
fiscal year. The Company expects to
adopt SFAS 123 on a disclosure basis
only. As such, implementation of SFAS
123 is not expected to impact the
Company's consolidated financial
statements.
Statement of Financial Accounting
Standards ("SFAS") no. 121, "Accounting
for the Impairment of Long-Lived Assets
and Long-Lived Assets to be Disposed of"
became effective October 1, 1996. SFAS
No. 121 requires that long-lived assets
be reviewed for impairment whenever
events or changes in circumstances
indicate the carrying amount of an asset
may not be recoverable. No events or
circumstances have occurred which would
require the Association to make
adjustments to the carrying value of any
long-lived assets during the nine months
ended March 31, 1997.
Regulatory Developments
On September 30, 1996, federal
legislation was enacted that required
the Savings Association Insurance Fund
("SAIF") be recapitalized with a one-
time assessment on virtually all SAIF-
insured institutions, such as Sobieski
Federal Savings and Loan, equal to 65.7
basis points on each $100 of SAIF-
insured deposits maintained by those
institutions as of March 31, 1995. The
amount of the Company's special
assessment was $414,000, which was paid
to the FDIC by November 27, 1996.
As a result of the SAIF
recapitalization, the FDIC amended its
regulation concerning the insurance
premiums payable by SAIF-insured
institutions. Effective January 1,
1997, the SAIF insurance premium is 6.5
basis points per $100 of domestic
deposits, as a result of an assessment
to fund repayment of the financing
corporation (FICO) bond obligation. BIF
insured institutions will pay 1.3 cents
per $100 of deposits until the year 2000
when the assessment will be imposed at
the same rate on all FDIC insured
institutions.
8
PART II. OTHER INFORMATION
Item 1. Legal Proceedings
None
Item 2. Changes in Securities
None
Item 3. Defaults Upon Senior
Securities
None
Item 4. Submission of Matters to
a Vote of Security Holders
None
Item 5. Other Information
None
Item 6. Exhibits and Reports on
Form 8-K
(a) Exhibits
(3) Amendment to Bylaw
(b) Form 8-K
None
9
SIGNATURES
In accordance with the requirements of
the Exchange Act, the registrant caused
this report to be signed on its behalf
by the undersigned, thereunto duly
authorized.
Sobieski Bancorp, Inc.
(Registrant)
Date: May 12, 1997
By: /s/s Thomas F. Gruber
Thomas F. Gruber
President and Chief Executive Officer
Date: May 12, 1997
By: /s/s Sharon Mrozek
Sharon Mrozek
Financial Officer
10
EXHIBIT A
11
RESOLUTIONS OF THE
BOARD OF DIRECTORS OF SOBIESKI BANCORP,
INC.
RELATING TO AN AMENDMENT TO THE BY-LAWS
WHEREAS, the Board of Directors of
Sobieski Bancorp, Inc. (the "Company")
met and discussed its intention that the
Company continue to be the holding
company of a community-oriented
financial institution designed to meet
the needs of the community it serves:
and
WHEREAS, the community the Company
and its subsidiary currently serves is
primarily the county of St. Joseph in
the state of Indiana (the "primary
market are"):
WHEREAS, substantially all of the
Company's loans are secured by property
located within its primary market area
and substantially all of its deposits
are obtained from individuals or
entities located in its primary market
area; and
WHEREAS, the Board of Directors has
determined that in order to adequately
assess and best serve the needs of the
Company's primary market area a director
must be knowledgeable of and actively
involved in the community the Company
serves; and
WHEREAS, the Board of Directors
believes, based upon the foregoing, that
it would be appropriate and in the best
interest of the Company and its
shareholders to amend its By-laws to
require that all directors be domiciled
in or have their primary place of
business located in the Company's
primary market area; and
WHEREAS, the Board of Directors has
considered the size and diversity of the
population base of its primary market
area and believes that, if necessary or
desired, there is a sufficient pool of
potentially qualified individuals
located therein who would be available
for consideration for nomination as a
director of the Company; and
NOW THEREFORE, be it
RESOLVED, that the Board of
Directors of the Company hereby approves
the adoption of an amendment to Article
II of the By-laws by adding the
following new Section 10, as follows:
Section 10. Qualifications.
Any member of the Board of directors
shall, in order to qualify as such, be
domiciled in or have his or her primary
place of business located in the county
of St. Joseph in the state of Indiana.
BE IT FURTHER RESOLVED, that the
appropriate officers of the Company be
and hereby are authorized and directed
to take all action necessary or
appropriate to implement the foregoing
resolutions and any actions previously
taken by such officers be and hereby are
approved, ratified and confirmed.
I, Marsha Nafrady, the duly elected
Secretary of Sobieski Bancorp, Inc.
hereby certify that the foregoing is a
true and accurate copy of the
resolutions adopted by the Board of
Directors of Sobieski Bancorp, Inc. at a
meeting held this 3 day of September
1996, where a quorum was present and
acting throughout.
Date: September 3,1996
/s/Marsha Nafrady
Marsha Nafrady
12
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