STATE OF FLORIDA
DIVISION OF ADMINISTRATIVE HEARINGS
BOCA RATON NATIONAL BANK, )
)
Petitioner, )
)
vs. ) CASE NO. 79-213
)
ROYAL PALM BANK (Proposed New Bank) ) and OFFICE OF THE COMPTROLLER, )
)
Respondents, )
and )
) ROYAL TRUST BANK OF PALM BEACH, N.A., )
)
Intervenor. )
) GULFSTREAM FIRST BANK AND TRUST, N.A. ) formerly FIRST BANK AND TRUST COMPANY ) OF BOCA RATON, N.A., )
)
Petitioner, )
)
vs. ) CASE NO. 79-261
)
ROYAL PALM BANK (Proposed New Bank) and ) OFFICE OF THE COMPTROLLER, )
)
Respondents, )
and )
) ROYAL TRUST BANK OF PALM BEACH, N.A., )
)
Intervenor. )
) CITIZENS NATIONAL BANK, )
)
Petitioner, )
)
vs. ) CASE NO. 79-214
)
ROYAL PALM BANK (Proposed New Bank) and ) ROYAL TRUST BANK OF PALM BEACH, )
)
Respondents, )
and )
) ROYAL TRUST BANK OF PALM BEACH, N.A., )
)
Intervenor. )
)
REPORT
Pursuant to notice, an administrative hearing was held before Diane D. Tremor, Hearing Officer with the Division of Administrative Hearings, commencing on October 16, 1979, in the City Council Chambers, City Hall, Boca Raton, Florida and continuing on February 5, 6 and 7, 1980, at the University Center, Florida Atlantic University, Boca Raton, Florida. The purpose of the hearing was to receive evidence concerning the application of the Royal Palm Bank for authority to organize and operate a new bank in Boca Raton, Florida.
APPEARANCES
For Petitioners, Robert I. MacLaren, II Boca Raton Osborne and Hankins
National Bank: Suite 200, Weir Plaza Building and Citizens 855 South Federal Highway National Bank Post Office Drawer 40
Boca Raton, Florida 33432
For Petitioner, David B. Van Kleeck, Esquire Gulfstream Buchanan, Ingersoll and Van Kleeck First Bank and Suite C, Plaza II Building
Trust, N.A.: 301 West Camino Gardens Boulevard
Boca Raton, Florida 33432
Walter A. Engdahl, Esquire
140 East Palmetto Park Road Boca Raton, Florida 33432
For Respondent, Karlyn Anne Loucks
Office of Assistant General Counsel the Comptroller: The Capitol, Room 1302
Tallahassee, Florida 32301
For Respondent, Robert Paul
Royal Palm Bank Paul, Landy and Beiley
(Applicant): Penthouse, Peninsula Federal Building
200 South East First Street Miami, Florida 33131
For Intervenor, Mark E. Pollack and Edward A. Stern Royal Trust Bank: Pallot, Stern and Pollack, P.A.
627 South West 27th Avenue, Suite 300 Miami, Florida 33135
INTRODUCTION AND RULINGS ON EVIDENTIARY MATTERS
On December 21, 1978, the Royal Palm Bank (hereinafter referred to as "applicant") filed its application with the respondent Office of the Comptroller, Department of Banking and Finance (hereinafter referred to as "Department") for authority to organize and operate a corporation for the purpose of conducting a general banking business to be located in Boca Raton, Florida. The three petitioners timely filed requests for a public hearing on the application. Additional information from the applicant was requested by the Department. A motion to consolidate the three requests for hearing was granted by Order dated February 28, 1979. A hearing was tentatively scheduled for May
23, 1979. The applicant filed an amendment to its application and a motion to continue the hearing date was granted. Thereafter, the Royal Trust Bank of Palm Beach, N.A. (referred to herein as "intervenor") petitioned for leave to intervene, contesting the proposed name of the applicant. The petition for leave to intervene was granted, and the intervenor's participation during the proceeding was limited to the issue of the proposed name of the applicant.
Final hearing was thereafter scheduled to commence on September 12, 1979. The applicant's motion to continue was granted, and the hearing was reset for October 16, 1979. Though sufficient notice was provided to all parties, it was discovered after one full day of hearing that the applicant had not published notice of the hearing in a newspaper as required by Florida Statutes 120.60(3)(b), and Florida Administrative Code, Rule 3C-9.05. Upon such discovery, the hearing was terminated and was ultimately rescheduled for February 5, 6 and 7, 1980. Proper notice of this hearing was published in a newspaper (Hearing Officer's Exhibit 1), and all parties stipulated that the
two-volume transcript of the hearing held on October 16, 1979, would be received into the record as Hearing Officer's Exhibit 2.
At the beginning of the hearing, it was ruled that the applicant would have the burden of going forward with its evidence and witnesses and demonstrating that it met the statutory and regulatory criteria for approval of its application. In support of its application, the applicant introduced seven exhibits and the testimony of six witnesses -- five organizers of the proposed new bank and David Starke, who was accepted as an expert in the presentation of economic, geographic and demographic data regarding the banking industry.
The Department introduced into evidence six exhibits and the testimony of Adina Simmons, who was accepted as an expert in the areas of economics and demographics.
The petitioner Gulfstream First Bank and Trust (referred to herein as Gulfstream), introduced seven exhibits and the testimony of six witnesses, including John H. Johnson, who was accepted as an expert in demographics and economics as it relates to bank site selection, and Avery H. Fonda, Gulfstream's president. The petitioners Boca Raton National Bank and Citizens National Bank presented the testimony of three witnesses -- Dean Turney, who was accepted as an expert in the areas of population, shopping patterns and traffic volume analysis; Dr. Milton Redmond, who was accepted as an expert in the review of economic statistical data and the basis of economic assumptions and conclusion drawn from the data; and John H. Weir, the president of Citizens National and executive vice-president of Boca Raton National Banks. The intervenor presented the testimony of Stan Kane, its vice president of marketing, and nine exhibits.
All parties in this proceeding have submitted to the undersigned Hearing Officer proposed findings of fact. To the extent that such proposed findings of fact are not included in this Report, they are rejected as being either unsupported by competent, substantial evidence, irrelevant and immaterial to the issues for consideration or as constituting a conclusion of law as opposed to a finding of fact.
FINDINGS OF FACT
Upon consideration of the oral and documentary evidence adduced at the hearing, the following relevant facts are found:
The applicant's proposed banking facility is to be located at the intersection of Southeast First Street and Federal Highway in Boca Raton, Palm
Beach County, Florida. The designated primary service area (hereinafter referred to as PSA) encompasses the southern portion of Palm Beach County, including all of the City of Boca Raton, a portion of the town of Highland Beach and unincorporated areas west of Boca Raton. The applicant's PSA was determined and identified by considering traffic patterns, shopping, retail, professional services, business industries, geographical barriers and competitive financial institutions. The PSA is bounded on the north by the C-15 Canal, on the south by the Palm Beach/Broward County line, on the east by the Atlantic Ocean and on the west by the Florida Turnpike. The east/west boundaries are located 6.2 air miles apart, and the north/south boundaries are 7.1 air miles apart. The proposed site is located 5.2 air miles from the northern boundary of the designated PSA, 1.9 air miles from the southern boundary, 1.1 air miles from the eastern boundary and 5.1 air miles from the western boundary. According to one source, the entire PSA is within an average twelve minute driving time distance. One witness conducted a survey travelling on main traffic arteries from different points within the PSA to the proposed site. This experiment was conducted on February 4, 1980, during the winter tourist season, and involved some lunch time traffic. The driving times from nine different sites ranged from four minutes to nineteen minutes. The center of the downtown Boca Raton area is located approximately two blocks from the applicant's proposed site.
The PSA contains six north/south traffic arteries and six east/west traffic arteries. Interstate 95 (I-95) separates the PSA approximately in half. The area east of I-95 is densely populated with limited vacant land available for development. The area west of I-95 is significantly less populated than the area east of I-95, with substantial vacant land available for future growth. Most new construction is taking place in the area west of I-95. This includes several large residential developments, a regional mall and office plazas. According to the applicant, there are 334 commercial establishments within one- half mile of the proposed site. The largest of the 86 light industries in Boca Raton is IBM, with approximately 3,600 employees. The IBM plant is located approximately 4 1/2 miles from the applicant's proposed site.
According to data obtained from the Area Planning Board of Palm Beach County, the applicant estimates the 1979 population of the PSA to be 56,178. It is projected that this figure will be increased by 77.9 percent over the next seven-year period and that the population of the PSA will reach almost 94,000 by the year 1985. In mid-1978, there were 18 residential projects underway within the PSA with plans to add 30,662 new dwelling units to the area. As of September, 1979, according to the applicant, 4,967 single-family dwellings and condominium units had been completed and another 2,187 were presently under construction. The majority of the units are located west of I-95.
Gulfstream's economic expert was of the opinion that I-95 would be a barrier beyond which persons residing or working west of I-95 would not cross to do their banking business. Two of the protesting banks located very close to the proposed site of the applicant have the same southern and eastern PSA boundaries, but smaller northern and western boundaries. These PSAs were designated in 1959 and 1971, at a time when there was little activity west of I- 95.
According to data compiled by the Bureau of Economics and Business Research, Division of Population Studies at the University of Florida, the population of Palm Beach County as of April 1, 1979, was 564,447. This represents an annual average growth rate of 6.6 percent between 1970 and 1976,
3.6 percent between 1976 and 1977, 5.7 percent between 1977 and 1978, and 5.6 percent between 1978 and 1979. The same source shows Boca Raton's population of
49,744 to represent average annual growth rates of 8.5 percent between 1970 and 1976, 4.7 percent between 1976 and 1977, 4.2 percent between 1977 and 1978, and
2.4 percent between 1978 and 1979. The population of the unincorporated areas of the county showed similar patterns of growth rates -- a high growth rate between 1970 and 1976, a drop to almost half between 1976 and 1977, an upward trend between 1977 and 1978 and another drop between 1978 and 1979. The average annual growth rates in the population of Highland Beach for the same four periods of time were 34.2, 26.4, 9.8 and 2.2 percent.
The growth in the County's population results almost exclusively from net migration, which is favorable to a new banking institution. Net migration accounted for 99.08 percent of the population growth in 1978, and for 99.21 percent in 1979, leaving only .79 percent due to natural increase.
The labor group (ages 15 through 64) constitutes some 59 percent of the County's population, and retirees (older than 65) comprise some 20 percent of the population. The average annual unemployment rate declined from 9.1 to 7.1 percent between 1977 and 1978. These figures are somewhat higher than the State averages. Since 1969, the per capita personal income figures for West Palm Beach and Boca Raton have been consistently higher than the state averages. The median family incomes for the PSA have, since 1969, exceeded both the county and the state median family income figures.
Approximately ten commercial banking facilities presently exist within the applicant's designated PSA with about six more having been approved, but unopened. Three of the existing facilities are main offices and they are the petitioners herein. The main office of Gulfstream is located 0.2 miles northeast of the proposed site. The main office of the Boca Raton National Bank is located 0.5 miles south of the proposed site and the main office of Citizens National Bank is located 1.0 mile northeast of the proposed site. The branch office of the intervenor is located 1.7 miles northeast of the proposed site. There are also over twenty existing and/or approved but unopened savings and loan offices within the applicant's PSA. There are presently no state chartered independent banks within the PSA. The petitioners Citizens National and Boca Raton National Banks are independent national banks affiliated through common ownership of stock.
As of June, 1979, the total deposits of all existing commercial banking facilities located within the PSA increased from the previous year. The total deposits of the individual savings and loan institutions within the PSA ranged from $3.5 million to $118.5 million in March of 1978, to $4.7 million to $127 million in March of 1979. Of the 36 reporting banks in Palm Beach County, between June of 1978 and June of 1979, the following increases were noted: a
20.7 percent increase in loans, a 12.7 percent increase in time deposits, a 3.2 percent increase in demand deposits and an 8.5 percent increase in total deposits, which total deposits amounted to $2,253,491,000. The most recently opened full service bank located nearest to the applicant, though outside the applicant's PSA, experienced large increases in loans and total deposits. This bank, the Florida Coast Bank of Palm Beach County, opened in May of 1978 and grew by 286 percent in loans over a year's period and had total deposits in the amount of $11.8 million by November 30, 1979.
It is proposed that the new bank will be capitalized with a total of
$1.5 million, composed of $750,000.00 common capital, $450,000.00 surplus and
$300,000.00 in undivided profits. There will be 150,000 shares of stock sold. As of the date of the application, 117,500 shares had been sold to 45 individual purchasers. Some 83 percent of the subscribers are residents of Palm Beach
County. Of this figure, approximately 78 percent are residents of Boca Raton and reside within the PSA. Saul Slossberg, an organizer and proposed director, has subscribed to ten percent of the stock. In addition, he holds the remaining unsubscribed stock as trustee. It is intended that these shares held in trust will be distributed to the public.
The proposed board of directors is composed of six members. Only one of the six, Charles A. Heeg, has been a bank officer, and that was in the trust department of another local bank. The applicant does not intend to offer trust services. Two other proposed directors have served as directors of other financial institutions. Norman I. Stone, who is presently in the brokerage business, served as a member of the board of directors of a New York bank for seven or eight years in the 1950's. Sy Reece, a real estate broker and warehouse developer, presently serves as a director of a savings and loan institution in Miami and is on the advisory board of the First American Bank of North Palm Beach. The principal organizer, Saul A. Slossberg, is a developer and general contractor with no prior direct banking experience. The other two proposed directors are Karl Enselberg, a medical doctor, and Melvin Schwartz, an attorney who has been involved in corporate banking matters. The organizers have not yet made a determination as to the identity of any of the key officers of the proposed bank. The chief executive officer will not be anyone from the organizing group.
The proposed banking quarters will consist of a 4,000 square foot single-story building with twenty-three parking spaces and drive-in teller facilities. Both the land and the building are owned by Saul Slossberg, a proposed director. Initially, the bank will be housed in 3,000 square feet at an annual rental of $36,000.00. After the first year, the bank will have an option to lease the additional 1,000 square feet for an added annual fee of
$12,000.00. Utility costs will be paid by the lessor. The bank will have a ten year lease, with an option to purchase. An appraisal from an MAI appraiser indicates that the market value of the land and the building will be
$400,000.00. All of the proposed directors have been informed that Mr. Slossberg is the lessor for the proposed banking quarters, and Mr. Slossberg intends to make a full disclosure of the transaction terms to all subscribers of stock. If the lease or rental terms are unacceptable to the Department, Mr.
Slossberg is willing to change it or to sell the property to a third party. While the interior layout has not been determined yet, it is anticipated that there will be four teller stations, with room to expand to eight. Citizens National Bank is presently operating in a 4,000 square foot building and services some $14 million in accounts. Citizens does utilize some off-site services, such as electronic data processing. Mr. Slossberg has also purchased a strip of land containing 6,800 square feet adjacent to the proposed site for the express purpose of making expansion possible, should it be needed. This space could be used to provide 15 to 18 additional parking spaces.
The applicant intends to offer the prevailing banking services, prices, interest rates and hours of business as other banks in the area. It intends to be competitive in basic and ancillary services. It will not have a trust department. It is intended that the proposed new bank will offer more personalized services and will cater primarily to individuals and small and medium-sized businesses. The applicant expects to make primarily smaller loans under $50,000.00, for which it feels there is a demand. The loan portfolio of the Boca Raton National Bank indicates that as of September 28, 1979, 1,102 out of its 1,108 loans were loans under $50,000.00. Other banks in the downtown area do not have on-site drive-in teller facilities.
The applicant projects total deposits of $4 million, $7 million and
$10 million for the first, second and third years of operation. It also projects a loss of $69,834.00 during the first year of operation, a loss of
$11,289.00 during the second year and a profit of $78,170.00 during the third year of operation. Due to higher income and expense figures occurring since the date of its application, these loss and profit estimates may need to be adjusted.
The name of the proposed new bank is Royal Palm Bank. This name was selected because the words "Royal Palm" appear in a nearby street, a shopping center, a yacht club, and a dinner theatre and it was felt by the organizers that people could easily relate to the proposed name and it tends to express an affiliation with the City of Boca Raton. The applicant did not consult with any expert or studies regarding bank names. No expenses have been incurred with respect to the proposed name, and there would be no economic hardship to the organizers if they are required to select a different name for the bank.
The intervenor Royal Trust Bank of Palm Beach, N.A. is a branch office and member of the Royal Trust Bank Corporation. It is located 1.7 miles northeast of the proposed site. The Royal Trust Bank Corporation has a registered service mark which has been in use since 1976, and the intervenor utilizes this trade mark. The service mark contains a palm tree. The Royal Trust Bank Corporation also publishes a periodical entitled the "Royal Palm News." For the years 1977, 1978, and 1979, the statewide advertising campaign of the Royal Trust Banks resulted in an expenditure of $1,080,000.00. Of this figure, $803,005.00 was expended in Dade, Broward and Palm Beach Counties. In Palm Beach County, the intervenor has engaged in television, radio, magazine and newspaper advertising activities. Other advertising materials utilized by the intervenor such as matches, service literature and things of that nature, also include the logo containing the palm tree. The intervenor intends to continue the use of the name Royal Trust Bank and the logo containing a palm tree. It is felt that the palm tree in connection with the registered service mark plays an important part in the identification of the intervenor and Royal Trust Banks.
In accordance with the provisions of Florida Statutes, 120.57(1)(a)(12), conclusions of law and a recommendation are not included in this Report.
Respectfully submitted and entered this 13th day of March, 1980, in Tallahassee, Florida.
DIANE D. TREMOR
Hearing Officer
Division of Administrative Hearings
101 Collins Building Tallahassee, Florida 32301 (904) 488-9675
COPIES FURNISHED:
Gerald A. Lewis Comptroller, State of
Florida The Capitol
Tallahassee, Florida 32301
Robert I. MacLaren, II, Esquire Osborne and Hankins
Suite 200, Weir Plaza Bldg. 855 South Federal Highway Post Office Drawer 40
Boca Raton, Florida 33432
David B. Van Kleeck, Esquire Buchanan, Ingersoll and
Van Kleeck
Suite C, Plaza II Bldg.
301 West Camino Gardens Blvd. Boca Raton, Florida 33432
Walter A. Engdahl, Esquire
140 East Palmetto Park Road Boca Raton, Florida 33432
Karlyn Ann Loucks Assistant General Counsel Office of the Comptroller The Capitol
Tallahassee, Florida 32301
Robert Paul
Paul, Landy and Beiley
Penthouse, Peninsula Federal Bldg.
200 South East 1st Street Miami, Florida 33131
Mark E. Pollack and Edward A. Stern
Pollot, Stern and Pollock, P.A.
627 South West 27th Avenue - Suite 300 Miami, Florida 33135
=================================================================
AGENCY FINAL ORDER
=================================================================
STATE OF FLORIDA DEPARTMENT OF BANKING AND FINANCE
DIVISION OF BANKING
BOCA RATON NATIONAL BANK,
Petitioner,
vs. CASE NO. 79-213
ROYAL PALM BANK (Proposed New Bank) and OFFICE OF THE COMPTROLLER,
Respondents,
and
ROYAL TRUST BANK OF PALM BEACH, N.A.,
Intervenor.
/ GULFSTREAM FIRST BANK AND TRUST,
N.A., formerly FIRST BANK AND TRUST COMPANY OF BOCA RATON, N.A.,
Petitioner,
vs. CASE NO. 79-261
ROYAL PALM BANK (Proposed New Bank) and OFFICE OF THE COMPTROLLER,
Respondents,
and
ROYAL TRUST BANK OF PALM BEACH, N.A.,
Intervenor.
/ CITIZENS NATIONAL BANK,
Petitioner,
vs. CASE NO. 79-214
ROYAL PALM BANK (Proposed New Bank) and OFFICE OF THE COMPTROLLER,
Respondents,
and
ROYAL TRUST BANK OF PALM BEACH, N.A.,
Intervenor.
/
FINDINGS OF FACT, CONCLUSIONS OF LAW AND FINAL ORDER
Pursuant to notice, an administrative hearing was held before Diane D. Tremor, Hearing Officer with the Division of Administrative Hearings, commencing on October 16, 1979, in City Council Chambers, City Hall, Boca Raton, Florida, and continuing on February 5, 6 and 7, 1980, at the University Center, Florida Atlantic University, Boca Raton, Florida. The purpose of the hearing was to receive evidence concerning the application of the Royal Palm Bank for authority to organize and operate a new bank in Boca Raton, Florida. At the hearing, the parties were represented by counsel:
For Petitioners, Robert I. MacLaren, II Boca Raton Osborne and Hankins
National Bank: Suite 200, Weir Plaza Building and Citizens 855 South Federal Highway National Bank Post Office Drawer 40
Boca Raton, Florida 33432
For Petitioner, David B. Van Kleeck, Esquire Gulfstream Buchanan, Ingersoll and Van Kleeck First Bank and Suite C, Plaza II Building
Trust, N.A.: 301 West Camino Gardens Boulevard
Boca Raton, Florida 33432
Walter A. Engdahl, Esquire
140 East Palmetto Park Road Boca Raton, Florida 33432
For Respondent, Karlyn Anne Loucks
Office of Assistant General Counsel the Comptroller: The Capitol, Room 1302
Tallahassee, Florida 32301
For Respondent, Robert Paul
Royal Palm Bank Paul, Landy and Beiley
(Applicant): Penthouse, Peninsula Federal Building
200 South East First Street Miami, Florida 33131
For Intervenor, Mark E. Pollack and Edward A. Stern Royal Trust Bank: Pallot, Stern and Pollack, P.A.
627 South West 27th Avenue, Suite 300 Miami, Florida 33135
The Comptroller of the State of Florida, as head of the Department of Banking and Finance, having fully considered the facts and information contained in the record relating to the application of the Royal Palm Bank for authority to organize and operate a new bank to be located in Boca Raton, Florida, hereby renders the following FINDINGS OF FACTS, CONCLUSIONS OF LAW AND FINAL ORDER in the above-styled cause.
The Director of the Division of Banking, Ryland Terry Rigsby, as advisory staff member to the Comptroller, reviewed the application and the Department's entire file relating to the application. He assisted and concurred with the Comptroller in the ultimate determination of the application.
FINDINGS OF FACT
Upon consideration of the oral and documentary evidence adduced at the hearing, the Report of the Hearing Officer, containing an Introduction and Rulings on Evidentiary Matters and Findings of Facts paragraphs 1 through 16 submitted on March 13, 1980, a copy of which is attached hereto and incorporated herein by this reference, is adopted with the following exception: the record shows that the population growth rate of the unincorporated areas of Palm Beach County showed an increase of 9.7 percent between 1978 and 1979 as compared to
percent between 1977 and 1978, instead of the decline reported by the Hearing Officer in paragraph 5 on page 7 of her Report. (Comptroller's Exhibit 5).
The proposed findings submitted by the parties and accepted by the Department in the Rulings on Proposed Findings set forth below are also adopted and incorporated by reference.
RULINGS ON PROPOSED FINDINGS
The Department rules on the proposed findings of facts submitted by the parties as follows:
APPLICANT'S PROPOSED FINDINGS
Applicant's proposed findings contained in paragraphs numbers 1, 2, 3, 4, 5, 11 and 16 are accepted.
Applicant's proposed findings contained in paragraph number 6 are accepted with the exception of the next to the last sentence which is rejected as being unsupported by competent substantial evidence in the record and the last sentence is accepted to the extent the the twelve minute driving time represents an average as found by the hearing officer.
Applicant's proposed findings contained in paragraph 7 are accepted to the extent that they are consistent with the Hearing Officer's findings and with the following exceptions: The 1985 population projection is rejected as unsupported by competent substantial evidence in the record. The record shows this figure to be 93,955 (TR-137 and Applicant's Exhibit 5, Table 2-B). The annual average growth figure of Palm Beach County between 1970 and 1976 is rejected as being unsupported by competent substantial evidence in the record. The record shows this figure to be 6.6 percent. (TR-35 and Comptroller's Exhibit 3). The average annual growth figure for Palm Beach County between 1978 and 79, is rejected as being unsupported by competent substantial evidence in the record. The record showed this figure to be 5.6 percent (Comptroller's Exhibit 5). The proposed finding that the Applicant's estimate of the PSA's population and 1985 projection seems reasonable, is rejected as being unsupported by competent substantial evidence in the record. The percentage of the 65+ age group in 1977 is rejected as being unsupported by competent substantial evidence in the record. The record shows that this figure is 20.7 percent (TR-37 and Comptroller's Exhibit 3). The 1969 median family income for the PSA is rejected as being unsupported by competent substantial evidence in the record. The record shows this figure to be $13,490 (Comptroller's Exhibit 1 and Table 5 of the Applicant's Application). The percentage of the PSA's families having income of less than $10,000 is rejected as being unsupported by competent substantial evidence in the record. The record shows this figure to be 37.2 percent (Comptroller's Exhibit 1 and Table 5 of the Applicant's Application). The current average family income in the county and in the state is rejected as being unsupported by competent substantial evidence in the record. The record indicates that the figure for the county is $20,797 and of the state is $17,098 (Comptroller's Exhibit 1, page eight of the economic report, contained in the Applicant's Application).
Applicant's proposed findings contained in paragraph number 8 are accepted to the extent that they refer to the Applicant's designated PSA and are consistent with the findings of the Hearing Officer and with the following exceptions: The number of completed homes at the end of November are rejected as being unsupported by competent substantial evidence in the record. The record reflects this figure to be 4,967 (TR-10). The last three sentences of the third paragraph contained in paragraph number 8 are rejected as being
unsupported by competent substantial evidence in the record. The proposed findings in the fourth paragraph are rejected as being unsupported by competent substantial evidence in the record.
Applicant's proposed findings contained in paragraph number 9 are accepted to the extent that they are consistent with the Hearing Officer's findings and with the following exceptions: The last sentence of the third paragraph in paragraph number 9 is rejected as being unsupported by competent substantial evidence in the record. The last sentence of the fourth paragraph in paragraph number 9 is rejected as being unsupported by competent substantial evidence in the record. The second sentence of the fifth paragraph and the proposed finding stating that the Royal Trust Bank does not oppose the granting of the application are rejected as being unsupported by competent substantial evidence in the record. The last sentence in paragraph number 9 is rejected as being unsupported by competent substantial evidence in the record.
The Applicant's proposed findings contained in paragraph number 10 are accepted to the extent that they are consistent with the Hearing Officer's findings with the following exceptions. The finding that commercial banking offices in the PSA have experienced excellent growth is rejected as being unsupported by competent substantial evidence in the record. The total bank deposits in Palm Beach County at the end of June 1979 is rejected as being unsupported by competent substantial evidence in the record. The record reflects that this figure is $2,263,491,000 (Comptroller's Exhibit 3 and TR-42). The total deposits of First Bank and Trust Company as of December 31, 1979, is rejected as being unsupported by competent substantial evidence in the record. The deposits of the Royal Trust Bank of Palm Beach branch is rejected as being unsupported by competent substantial evidence in the record. The record reflects that the deposits of the Royal Trust Thank Branch in June 1978 was
$2,663,000 and $5,639,000 in March 1979 (TR-47). The deposits of the University Branch Office of the First Bank and Trust Company as of March 1979, are rejected as being unsupported by competent substantial evidence in the record. The record reflects this figure to be $40,577,000, (TR-48). The percentage increase of deposits at the Boca Raton Federal Savings and Loan Association main office between March 1978 and March 1979, is rejected as being unsupported by competent substantial evidence in the record. The record reflects this figure to be 13.1 percent (TR-51). The percentage increase of total deposits of the branch of First Federal Savings and Loan of Delray Beach is rejected as being unsupported by competent substantial evidence in the record. The record reflects this figure to be .725 (TR-51).
The Applicant's proposed findings contained in paragraph number 12 are accepted with the exception of the characterization of the number of parking spaces as being ample, which is rejected as being unsupported by competent substantial evidence in the record.
The Applicant's proposed findings contained in paragraph number 13 are accepted with the exception of the findings contained in the second paragraph of paragraph number 13 which are rejected as being unsupported by competent substantial evidence in the record.
Applicant's proposed findings contained in paragraph number 14 are accepted to the extent that they are consistent with the Hearing Officer's findings and to the extent that the lobby hours to be offered by the Applicant are basically similar to those offered in the area (TR-122).
The Applicant's proposed findings contained in paragraph 15 are accepted to the extent that they are consistent with the Hearing Officer's findings and with the exception of the statement that the proposed site is easily accessible, which is rejected as being unsupported by competent substantial evidence in the record.
The Applicant's proposed findings contained in paragraph 17 are accepted to the extent that they are consistent with the Hearing Officer's findings and with the exception of the last sentence which is rejected as being a conclusion of law.
PETITIONER GULFSTREAM'S PROPOSED FINDINGS
Gulfstream's proposed findings contained in paragraphs numbers 1, 2, 3, 5, 7, 13, 18 and 19 are accepted.
Gulfstream's proposed findings contained in paragraph number 4 are accepted to the extent that they are consistent with the Hearing Officer's findings and with the exception of the date of the public hearing, which is rejected as being unsupported by competent substantial evidence in the record. The record reflects that the initial public hearing was held on October 16, 1979, and not September 12, 1979 (Hearing Officer's Exhibit 2).
Gulfstream's proposed findings contained in paragraph number 6 are rejected as being legal argument rather than findings of fact contained in the record.
Gulfstream's proposed findings contained in paragraph number 8 are rejected as being legal argument rather than findings of fact contained in the record.
Gulfstream's proposed findings contained in the second and fifth paragraph of paragraph number 9 are accepted. The first, fourth and sixth paragraphs of paragraph number 9 are rejected as being legal argument rather than findings of fact contained in the record. The last paragraph in paragraph number 9 is rejected as being a conclusion of law. The third paragraph of paragraph number 9 is accepted with the exception of the beginning phrase of the first sentence of that paragraph which is rejected as being legal argument.
Gulfstream's proposed findings contained in the first two sentences of paragraph number 10 are accepted. The remaining proposed findings in that paragraph are rejected as legal argument rather than findings of fact contained in the record.
Gulfstream's proposed findings contained in paragraph number 11 are rejected as being unsupported by competent substantial evidence in the record and inconsistent with the Hearing Officer's findings.
Gulfstream's proposed findings contained in the first paragraph of paragraph number 12 are accepted. The remaining proposed findings of paragraph number 12 are rejected as being legal argument rather than findings of fact contained in the record.
Gulfstream's proposed findings contained in the first and third paragraphs of paragraph number 14 are accepted to the extent that they are consistent with the Hearing Officer's findings. The proposed findings contained
in the second and last paragraphs are rejected as being legal argument rather than findings of facts contained in the record.
Gulfstream's proposed findings contained in paragraph number 15 are accepted with the exception that they are rejected to the extent that they suggest the allocation of total capital accounts does not meet the requirements of Section 659.04(3), Florida Statutes.
Gulfstream's proposed findings contained in paragraph number 16 are accepted to the extent that they are consistent with the Hearing Officer's findings with the exception as to the characterization of the trust as a vague trust which is rejected as legal argument rather than a finding of fact contained in the record
Gulfstream's proposed findings contained in the second and third paragraphs of paragraph number 17 are accepted to the extent that they are consistent with the Hearing Officer's findings. The proposed findings contained in the first paragraph of paragraph number 17 are accepted with the exception of the second sentence which is rejected as being unsupported by competent substantial evidence. The proposed findings contained in the first and last sentences of the fourth paragraph are accepted and the second sentence of that paragraph is rejected as legal argument rather than findings of fact contained in the record. The proposed findings contained in the first and second sentences of the fifth paragraph are accepted and the remaining proposed findings in that paragraph are rejected as being legal argument rather than findings of fact contained in the record. The sixth, seventh, eighth and ninth paragraphs contained in paragraph number 17 are rejected as being legal argument rather than findings of fact contained in the record. The proposed finding contained in the first sentence of the last paragraph of paragraph number 17 is accepted and the remaining proposed findings of that paragraph are rejected as being legal argument rather than findings of fact contained in the record.
Gulfstream's proposed findings contained in paragraph 19 are accepted to the extent that they are consistent with the Hearing Officer's findings with the exception of the last paragraph which is rejected as being legal argument rather than findings of fact contained in the record.
PETITIONERS' BOCA BATON NATIONAL AND CITIZENS NATIONAL PROPOSED FINDINGS OF FACT
Boca Raton National's and Citizen National's proposed findings contained in paragraphs numbers 1, 5, 7, 8, 12 and 13 are accepted to the extent that they are consistent with the Hearing Officer's findings.
Boca Raton National's and Citizens National's proposed findings contained in paragraph number 2 are accepted with the exception of the second, fourth and eighth sentences which are rejected as being unsupported by competent substantial evidence in the record.
Boca Raton National's and Citizen National's proposed findings contained in paragraphs numbers 3, 4, and 10 are rejected as being legal argument rather than findings of fact contained in the record.
Boca Raton National's and Citizens National's proposed findings contained in paragraph number 6 are accepted to the extent that they are consistent with the Hearing Officer's findings with the exception of the fourth and fifth sentences which are rejected as legal argument.
Boca Raton National's and Citizens National's proposed findings contained in paragraph number 9 are accepted with the exception of the number of parking spaces which is rejected as being unsupported by competent substantial evidence in the record. The record reflects that the number of parking spaces available are 23 rather than 22.
Boca Raton National's and Citizens National's proposed findings contained in paragraph number 11 are accepted to the extent that they are consistent with the Hearing Officer's findings with the exception of the fourth sentence which is rejected as being speculation and legal argument rather than findings of facts contained in the record.
INTERVENOR'S ROYAL TRUST BANK OF PALM BEACH, N.A. PROPOSED FINDINGS
Royal Trust's proposed findings contained in paragraphs numbers 1 through 23 and the first paragraph number 24, are accepted to the extent that they are consistent with the Hearing Officer's findings. The second paragraph numbered 24, is rejected as being a conclusion of law.
DEPARTMENT'S PROPOSED FINDINGS
The Department's proposed findings contained in paragraphs 1 through
17 are accepted to the extent that they are consistent with the Hearing Officer's findings.
The Department's proposed findings contained in paragraph number 18 are accepted with the exception of the rental fee for the additional 1,000 square feet, which is rejected as being unsupported by competent substantial evidence in the record. The record reflects this rental fee to be $12,000.
CONCLUSIONS OF LAW AND REASONS
As set forth in Rule 3C-10.051, Florida Administrative Code, when an application for authority to organize and operate a new state bank is filed, it is the applicant's responsibility to prove that the statutory criteria warranting the grant of authority are met. The Department of Banking and Finance (hereinafter referred to as the Department) shall conduct an investigation pursuant to Subsection 659.03(1), Florida Statutes, which was done in this case, and then approve or deny the application in its discretion. This discretion is neither absolute nor unqualified, but is instead conditioned by a consideration of the criteria listed in Subsection 659.03(2), Florida Statutes, and wherein it is provided that:
The department shall approve or disapprove the application, in its discretion, but it shall not approve such application until, in its opinion:
Public convenience and advantage will be promoted by the establishment of the proposed bank or trust company.
Local conditions assure reasonable promise of successful operation for the proposed bank or the principal office of the proposed trust company and those banks or trust companies already established in the
community.
The proposed capital structure is adequate.
The proposed officers and directors have sufficient banking and trust experience, ability and standing to assure reasonable promise of successful operation.
The name of the proposed bank or trust company is not so similar as to cause confusion with the mane of an existing bank.
Provision has been made for suitable banking house quarters in the area specified in the application.
If, in the opinion of the Department, any one of the six foregoing criteria has not been met, and cannot be remedied by the applicant, it cannot approve the application. An applicant, can, however, take corrective action in most circumstances, to meet the criteria set forth in Subsections 659.03(2)(c), (d), (e), or (f), Florida Statutes, if any one of these is found to be lacking. For example, if all other statutory criteria are met, the applicant may increase capital, or make certain changes in the board of directors, or change the name, or alter the provisions for suitable banking house quarters, because these factors are, at least to some degree, within its control. It is the Department's policy to allow applicants to make certain changes to meet these criteria if all other criteria are met; to do otherwise would be to subject applicants to unnecessary red tape. However, it is the Department's position that there is little, if anything, that an applicant can do to alter its ability to meet the criteria set forth in Subsections 659.03(2)(a) and (b), Florida Statutes, since applicants CANNOT easily change the economic and demographic characteristics of an area. Therefore, if either one or both of these criteria are not met, the Department cannot approve the application.
For purposes of applications for authority to organize and operate a new bank, Rule 3C-10.051(1), Florida Administrative Code, defines the primary service area (PSA), as "the smallest area from which the proposed bank expects to draw approximately 75 percent of its deposits. It should be drawn around a natural customer base and should not be unrealistically delineated to exclude competing banks or to include areas of concentrated population."
Based upon man-made traffic barriers, population concentrations, commercial activity, traffic patterns and the location of existing offices of financial institutions in the area, the Department concludes that the Applicant's designated PSA is unrealistically delineated. The Applicant extended the western boundary of its designated PSA to the Florida Turnpike to include an area of high growth potential west of Interstate 95 (I-95), a limited-access highway. In conjunction with the residential and commercial development of this area, numerous offices of financial institutions have located or have been approved to be located nearby. It is unrealistic to expect the population living west of I-95 to drive past these financial institutions, cross I-95 (at the limited number of available crossings) and drive to the other side of Boca Raton to bank at the downtown location of the Applicant's proposed site, especially when no new services are being offered by the bank. Likewise, residents north of 40th Street, N.W. (Spanish River Boulevard) generally would not drive past the numerous financial institutions located there, cross two heavily traveled east-west arteries, and travel through Boca Raton to the downtown location of the proposed bank. By including these areas, Applicant's designated PSA is not drawn around a natural customer base which can reasonably
be expected to bank at a financial institution located at the Applicant's proposed site.
The Department concludes that based on traffic patterns, man-made barriers and location of other financial institutions, the northern and western boundaries of a realistic PSA of the Applicant's proposed site are 40th Street, N.EW. (Spanish River Boulevard), and I-95, respectively.
It is the opinion and conclusion of the Department that public convenience and advantage will not be promoted by the establishment of the proposed bank in this case. Therefore, the criterion in Subsection 659.03(2)(a), Florida Statutes, is NOT met.
As set forth in Rule 3C-10.51(2)(a), Florida Administrative Code, the location and services offered by existing banking and financial institutions in the service area are considered as indicative of the competitive climate of the market. The traffic patterns in the area, as well as the area's general economic and demographic characteristics are also considered in evaluating this statutory criterion. Because it is recognized that the establishment of a new bank ANYWHERE would promote convenience and advantage for at least a few people, SUBSTANTIAL convenience and advantage for a SIGNIFICANT number of people must be shown; otherwise, a new bank could be justified for every street corner in the state. Clearly, such a result was not the legislative intent in regulating entry into the banking industry, nor is it in the public interest.
The record indicates that access to the proposed site is inconvenient due to difficult ingress and egress caused by a heavy and continuous flow of traffic on South Federal Highway and the lack of a traffic light to regulate the traffic for the benefit of users of the proposed site; that the proposed site is located in downtown Boca Raton east of I-95, a mature area housing mainly offices and relatively small retail trade establishments; that there is only limited room for growth in its vicinity without major reconstruction and rehabilitation projects; that the Applicant's designated PSA already has ten commercial banking offices and thirteen savings and loan offices serving it; that the more realistic PSA, as delineated by the Department, still has nine banking offices serving it, of which three are main offices, two are branches which were formerly full-service banks, and fourteen savings and loan offices; that five of these banking offices and eight of the savings and loan offices are located in proximity to the proposed site and are more conveniently accessible from the main centers of commercial activity within the realistic PSA; that of the three bank main offices within the realistic PSA two are located within 0.5 of a mile from the proposed site and the third is within one mile from it, and, that in addition, there are three branch offices of three other banks located within a
1.7 mile radius of the proposed site; and that the proposed new bank would not offer any new services or improve on existing services.
Due to the number of existing banking and savings and loan offices in or near the realistic PSA, their locational distribution, and the fact that the record does not reflect inadequate or an insufficient variety of financial services, it appears that the banking needs of the PSA's resident and working populations are being conveniently and adequately served at this time and that competition in the realistic PSA would not be significantly enhanced by the establishment of the proposed new bank, which will not offer any new services. Located within the central portion of the realistic PSA, the proposed site could offer some convenience for businesses and residents situated nearby, but the existing banking and savings and loan offices, which are presently serving most of them, are more easily accessible and more conveniently located for most of
the PSA residents and businesses. Furthermore, because of the population density within the realistic PSA and the fact that it is a mature area with little room for expansion, rapid population growth is unlikely. In view of the above, the Department concludes that the criterion in Subsection 659.03(2)(a), Florida Statutes, is not met.
It is the opinion and conclusion of the Department that local conditions do not assure reasonable promise of successful operation for the proposed bank and those banks already established in the community. Therefore, the criterion in Subsection 659.03(2)(b), Florida Statutes, IS NOT met.
As set forth in Rule 3C-10.051(2)(b), Florida Administrative Code, current economic conditions and, to a lesser extent, the growth potential of the area in which the new bank proposes to locate are important considerations in determining the bank's probable success. Essential to the concept of banking opportunity is that there does and will exist a significant volume of business for which the new bank can realistically compete. The growth rate, size, financial strength, and operating characteristics of banks and other financial institutions in the PSA are also import indicators of economic conditions and potential business for a new bank. It is noted that the statutory standard requires that ". . .local conditions ASSURE reasonable PROMISE of successful operation for the proposed bank and those already established in the community.
. ." (E.S.), NOT merely that local conditions INDICATE a POSSIBILITY of such success.
Banking involves a public trust. Unlike private enterprise establishments generally, banks operate on the public's capital and therefore, the Legislature has vested in the Comptroller the responsibility of protecting that public interest. Furthermore, the failure of a bank, as opposed to private enterprise establishments generally, may have an unsettling effect on the overall economic welfare of the community, and that is why the Florida Legislature and the United States Congress have imposed stringent requirements for the industry. This Department is responsible for enforcing this legislative standard.
Public interest is best served by having a banking system whereby competition is encouraged, where appropriate, yet at the same time ensuring that the financial resources of the residents in the community are stable and safe.
That was the intent of the Legislature in regulating entry into the banking industry.
The record indicates that between June 30, 1978 and June 30, 1979 the rates of growth of the total deposits of the existing offices of commercial banks located within the PSA were uneven, ranging between poor to good, although all of them showed increases. These increases ranged between $1.9 million and $23.4 million. There is no evidence in the record that the performance of these banks can be duplicated by the Applicant. As was already pointed out in the discussion of the criterion of convenience and advantage, both the resident and business populations of the realistic PSA are conveniently and adequately served by this PSA's existing offices of financial institutions. Since the Applicant does not plan to offer any new services, no significant transfer of customers, if any, from existing institutions to the proposed new bank can be expected.
This is especially true of those customers with loan or other commitments to one or more of the existing institutions. As to new and uncommitted customers, the realistic PSA is a densely populated mature area in downtown Boca Raton and the Applicant is not likely to benefit to any significant degree in the near future from the population growth in other parts of the City or in Palm Beach County.
Although the record also shows that the total deposits and loans of Florida Coast Bank of Palm Beach County, N.A., the most recent bank to open in Palm Beach County (May, 1978) but which is located outside of the Applicant's designated PSA, grew significantly during its first 18 months of operation, this bank serves a different PSA. There was no evidence in the record that the rate of growth of that PSA's population and its demographic and economic characteristics, as well as the number, nature, and competitive climate of the offices of financial institutions serving it are analogous to the Applicant's realistic PSA. It cannot, therefore, be reasonably assumed that the Applicant will be able to duplicate its performance. It should also be noted that this bank is more conveniently located to and accessible from that section of the Florida Turnpike which serves the southern portions of Palm Beach County.
Based on the above considerations, the Department is of the opinion that the feasibility of materialization of the Applicant's deposit projections remains inconclusive. In view of the fact that the statutory standard requires that ". . .local conditions ASSURE reasonable PROMISE of successful operation for the proposed new bank. . .", the Department concludes that the criterion in Subsection 659.03(2)(b), Florida Statutes, is not met.
It is the opinion and conclusion of the Department that the proposed capital structure of the proposed new bank is adequate. Therefore, the criterion in Subsection 659.03(2)(c), Florida Statutes, IS met.
Capital should be adequate to enable the new bank to provide the necessary banking services, including loans of sufficient size, to meet the needs of prospective customers. It should be sufficient to purchase, build or lease a suitable permanent banking facility complete with equipment. Generally, the initial capital for a new nonmember bank should not be less than $1.0 million in nonmetropolitan areas and $1.5 million in metropolitan areas. However, greater capital may be required of a new bank which is a member of the Federal Reserve System because of the more restrictive uses of capital imposed by that body.
The capital referred to be allocated among capital stock, paid in surplus, and undivided profits in the ratios set forth in Section 659.04(3), Florida Statutes. The Applicant's proposed capital accounts total $1.5 million and are allocated according to the statutory ratios. Therefore, the criterion in Subsection 659.03(2)(c), Florida statutes, is met.
It is the opinion and conclusion of the Department that although the proposed directors have good character, have reputations of financial responsibility, ability and good standing in their community, they do not have sufficient direct commercial banking experience to assure reasonable promise of successful operation for the proposed new bank. Therefore, the criteria in Subsection 659.03(2)(d), Florida Statutes, ARE NOT met.
As set forth in Rule 3C-10.051(2)(d), Florida Administrative Code, the organizers, proposed directors, and officers as a group shall have reputations evidencing honesty and integrity. They shall all have employment and business histories demonstrating their responsibility in financial affairs. At least one member of a proposed board of directors, other than the Chief Executive Officer, shall have direct banking experience. In addition, the organizers, proposed directors, and officers shall meet the requirements of Sections 659.11 and 659.54, Florida Statutes. Officers shall have demonstrated abilities and experience commensurate with the position for which proposed. Members of the initial management group, which includes directors and officers, shall require prior approval of the Department. Changes of directors or Chief Executive Officer during the first year of operation shall also require prior approval of
the Department. While it is not necessary that the names of proposed officers be submitted with an application to organize a new state bank, the Chief Executive Officer and operations officer must be named and approved at least sixty (60) days prior to the bank's opening.
The Department concludes that the proposed directors have, as a group, good character, sufficient financial standing, business experience and responsibility, but the board lacks in-depth experience in commercial banking to assure reasonable promise of successful operation. Were this the only requirement not met, the Department would generally allow the Applicant to correct this deficiency by adding at least one director other than the Chief Executive Officer, with direct commercial banking experience.
It should be noted that interlocking directorships involving existing financial institutions competitively near the proposed site of a new institution are discouraged. Such interlocking directorships could possibly restrict competition and create fiduciary problems. In this instance, one of the proposed directors is presently a director of a savings and loan association in Miami which, because of its service area, is not considered a directly competitive financial institution. The Department concludes, therefore, that the interlocking directorship in this instance will not restrict competition or create fiduciary problems.
It is the opinion and conclusion of the Department that the name of the proposed new bank, Royal Palm Bank, is so similar as to cause confusion with the name of existing banks. Therefore, the criterion of Subsection 659.03(2)(e), Florida Statutes, IS NOT met.
As set forth in Rule 3C-10.051(2)(e), Florida Administrative Code, in determining whether an applicant meets the requirements of this statutory criterion, the Department will consider the names of all existing banks in the state. This provision shall not apply to affiliates of bank holding companies. In addition to the foregoing criterion an applicant shall meet the requirements set forth in Section 607.024, Florida Statutes.
The Applicant's proposed name, Royal Palm Bank, begins with the same word as the Royal Trust Bank, which has a branch located 1.7 miles northeast of the proposed site. In addition to the similarity of name, the Royal Trust Bank uses a registered trade mark containing a palm tree in all of its advertising and service literature, which plays an important part in the identification of the Royal Trust Bank. In view of the similarity of the names, the identification of the Royal Trust Bank with a palm tree and the monies expended by the Royal Trust Bank in advertising over the last three years, the Department concludes that the Applicant's proposed name, Royal Palm Bank, is so similar as to cause confusion with the name Royal Trust Bank. It should also be noted that the Applicant did not incur any expenses in the identification and promotion of the proposed name or consult with any expert or perform studies regarding the bank's name.
It is the opinion and conclusion of the Department that provision has not been made for suitable banking house quarters in the area specified in the application. Therefore, the criterion of Subsection 659.03(2)(f), Florida Statutes, IS NOT met.
As set forth in Rule 3C-l0.051(2)(f), Florida Administrative Code, permission to open in temporary quarters may be granted, generally not to exceed one (1) year. An extension, generally not to exceed six (6) months, may be granted for good cause shown. The permanent structure of a new bank should
contain a minimum of 5,000 square feet, unless the applicant satisfactorily shows that smaller quarters are justified due to the performance of certain auxiliary services off the premises. In addition, it shall meet Federal Bank Protection Act requirements and be of a sufficient size to handle the projected business for a reasonable period of time. The facility shall be of a nature to warrant customer confidence in the bank's security, stability, and permanence. Other pertinent factors include availability of adequate parking, an adequate drive-in facility if such is contemplated, and possibilities for expansion.
Temporary quarters are not contemplated by the Applicant.
The proposed banking quarters consist of a 4,000 square foot single-story building, of which the Applicant intends to initially occupy 3,000 square feet. The record does not indicate that any auxiliary services will be performed off- premises. Therefore, the provisions of Rule 3C-10.051(2)(f), Florida Administrative Code, and the criterion of Subsection 659.03(2)(f), Florida Statutes, are not met. Were this the only requirement that had not been met, the Department would generally allow the Applicant to correct the deficiency.
Rule 3C-10.051(3), Florida Administrative Code, relating to stock distribution and financing, provides that
To encourage community support, wide distribution of stock ownership is desirable. The majority of the stock should be issued, whenever possible, to local residents of the community, persons with substantial business interests in the community, or others who may reasonably be expected to utilize the services of the bank. Subscribers to 5 percent or more of the stock may not finance more than 50 percent of the purchase price if the extension of credit is predicated in any manner the stock of the new bank, whether or not such stock is pledged.
The Department concludes that the initial stock distribution among 45 subscribers, most of whom reside or have businesses in the PSA, is acceptable, although generally a wider distribution is desirable to encourage community support.
Rule 3C-10.051(4), Florida Administrative Code, relating to insider transactions requires that
Any financial arrangement or transaction involving the proposed bank and its organizers, directors, officers, and shareholders owning
5.0 percent or more of the stock, or their relatives, their associates or interests should ordinarily be avoided. Should there be transactions of this nature they must be fair and reasonable, fully disclosed, and comparable to similar arrangements which could have been made with unrelated parties.
The Department concludes that there is an insider transaction involved in the lease of the proposed bank building from Saul Slossberg, a proposed director and subscriber of more than five percent of the stock. The transaction has been
disclosed to all of the proposed directors, however, it is not apparent from the record that the transaction has been disclosed to all the subscribers.
Information has been submitted to indicate that the terms of the transaction are comparable to similar arrangements which could have been made with unrelated parties.
12. Rule 3C-10.051(5), Florida, Administrative Code, sets forth that In all cases appraisals of land and
improvements thereon shall be made by an
independent qualified MAI appraiser, and be dated no more than six (6) months prior to the filing date of the application.
Based upon comparable information submitted to the Department, the Department concludes that the proposed leasing arrangements are reasonable and competitive.
FINAL ORDER
Based upon the record, findings of fact and conclusions of law recited above, it is established that the statutory criteria set forth in Subsections 659.03(2)(a), (b), (d), (e) and (f), Florida Statutes, have not been met. In view of the fact that two of these criteria, "public convenience and advantage will be promoted by the establishment of the proposed new bank" and "local conditions assure reasonable promise of successful operation", cannot be remedied by the Applicant, it would not be within the lawful discretion of the Department of Banking and Finance to grant the application.
Based on the foregoing, the application for authority to organize and operate a new bank at the intersection of Southeast First Street and Federal Highway, Boca Raton, Palm Beach County, Florida, is hereby DENIED.
DONE AND ORDERED this 14th day of April, 1980, in Tallahassee, Florida.
GERALD A. LEWIS
State Comptroller The Capitol
Tallahassee, Florida 32301
CERTIFICATE OF FILING AND SERVICE
I HEREBY CERTIFY that the original of the foregoing Final Order was filed with the Clerk of the Department of Banking and Finance and that a true and correct copy of the foregoing was sent by U.S. Certified, Return Receipt Requested Mail to Mr. Saul A. Slossberg, 150 East Palmetto Park Road, Suite 635, Boca Raton, Florida 33432 and that true and correct copies of the foregoing were sent by U.S. Mail to Robert I. MacLaren, II, Osborne and Hankins, Suite 200, Weir Plaza Building, 855 South Federal Highway, Post Office Drawer 40 Boca Raton, Florida 33432; David B. Van Kleeck, Esquire, Buchanan, Ingersoll and Van Kleeck, Suite C, Plaza II Building, 301 West Camino Gardens Boulevard, Boca Raton, Florida 33432; Robert Paul, Esquire, Paul, Landy and Beiley, Penthouse, Peninsula Federal Building, 200 South East First Street, Miami, Florida 33131; and Mark E. Pollack and Edward A. Stern, Pallot, Stern and Pollack, P.A., 627
South West 27th Avenue, Suite 300, Miami, Florida 33135 this 14th day of April, 1980.
KARLYN ANNE LOUCKS
Assistant General Counsel Office of the Comptroller The Capitol
Tallahassee, Florida 32301
(904) 488-9896
| Issue Date | Proceedings |
|---|---|
| Apr. 14, 1980 | Final Order filed. |
| Mar. 13, 1980 | Recommended Order sent out. CASE CLOSED. |
| Issue Date | Document | Summary |
|---|---|---|
| Apr. 14, 1980 | Agency Final Order | |
| Mar. 13, 1980 | Recommended Order | Evidentiary hearing to determine if a branch of Petitioner's bank should be authorized. |
EUROHOLDINGS, INC. vs DEPARTMENT OF BANKING AND FINANCE, 79-000213 (1979)
CARROLLWOOD STATE BANK vs. SUN BANK OF TAMPA BAY AND DIVISION OF BANKING, 79-000213 (1979)
CARIBANK CORPORATION vs. DEPARTMENT OF BANKING AND FINANCE, 79-000213 (1979)
THE FIRST BANK OF PORT RICHEY (PROPOSED) vs. DEPARTMENT OF BANKING AND FINANCE, 79-000213 (1979)
C & L BANK OF BLOUNTSTOWN vs. BENNETT AND FAYE EUBANKS, 79-000213 (1979)
