(SS VF "FSC L005 OFT STATE OF FLORIDA 1]: fe) DEPARTMENT OF FINANCIAL SERVICES es MICKIE A. LEONARD and LAST CHANCE SPECIAL, INC., Petitioners, v. DOAH Case No. 02-1280 DBF Case No. 4104-B-3/02 DEPARTMENT OF BANKING AND FINANCE, Respondent. . / Final Order. Effective January 7, 2003, the Florida Legislature created the Department of Financial Services and under the Financial Services Commission created the Office of Financial Institutions and Securities Regulation (hereafter the “Office”), abolishing the former Department of Banking and Finance (hereafter the “Department.”). Section 20.121, Florida Statutes. As a result thereof, the Office is the statutory successor to the Department. In addition, the Director of the Office is the successor to the Comptroller for final agency action in financial institutions regulatory and administrative matters. This Final Order will reflect these legislative changes. On November 1, 2002, Administrative Law Judge J.D. Parrish of the Division of Administrative Hearings (“DOAH”), pursuant to Sections 120.569, and 120.57, Florida Statutes, issued a Recommended Order in the above captioned case. A copy of the Recommended Order is attached and incorporated as Exhibit A to this Final Order. Petitioners Mickie A. Leonard and Last Chance Special, Inc., ("Leonard") filed untimely exceptions to the Recommended Order on November 18, 2002. Treating the exceptions as if they were timely filed, the Department's trial counsel filed a timely response. On December 10, 2002, Petitioners filed an unauthorized pleading styled "Reply to the Department’s Response to Petitioners’ Exceptions to the Recommended Order." Because Fla. Admin. Code Rule 28- 106.217 authorizes the filing of exceptions to proposed orders, and responses to the exceptions only, Leonard's exceptions, albeit untimely, will be considered in the Order while the unauthorized "Reply" will not. At issue in this proceeding is whether to sustain the Department’s rejection, in November, 2001, of the divestiture plan submitted by Leonard on April 23, 2001. Leonard asserted that her plan complied with the Final Order entered by the Department on June 9, 2000, in Mickie A Banking and Finance and James McLaughlin, Thomas Leonard, and Ravmond Hensler, DOAH Case No. 99-1664, aff'd, 790 So. 2d 1111 (2001) ("the Divestiture Order"). A copy of the Divestiture Order is attached and incorporated as Exhibit B to this Final Order. The Divestiture Order required Leonard to, within 15 days of June 9, 2000, submit a divestiture plan, and within 90 days divest herself of her controlling interest in Sunniland Bank. Leonard failed to file any divestiture plan with the Department until April 11, 2001. After the Department informed Leonard that this plan was not in compliance with the Final Order, Leonard submitted another plan on April 23, 2001, which plan was the subject of the instant administrative proceeding. The administrative hearing requested by Petitioners was conducted from August 26 through August 28, 2002, and the case remained under DOAH’s jurisdiction for the ALJ to enter a Recommended Order. However, on October 16, 2002, Petitioners furnished the Department 2 their “Second Amended Divestiture Plan” and filed in this case a “Notice of Withdrawal of Petition for Formal Hearing.” On October 31, 2002, Petitioners filed another pleading styled "Motion to Relinquish Jurisdiction” in which they maintained that DOAH no longer had jurisdiction over this matter, and that the case was moot. These filings served as Petitioners’ waiver of their right to challenge the Department’s rejection of Leonard’s proposed divestiture plan of April 23, 2001. The ALJ issued her Recommended Order on November 1, 2002. Despite Petitioners’ abandonment of their challenge to the Department's rejection of Leonard’s proposed divestiture plan, they nonetheless filed numerous exceptions to the ALJ’s Recommended Order. Although these exceptions were untimely filed, and there is some question regarding Petitioners’ right to file exceptions after they voluntarily dismissed their challenge to the Department’s action, the Office will nonetheless address their exceptions. The Department's trial counsel submitted no exceptions to the Recommended Order. Standard of Review Before tuming to Leonard's exceptions, it is important to note that the Office is required by Florida administrative law to give substantial deference to the factual findings of a DOAH Administrative Law Judge (ALJ). It is settled law that an agency may not disturb findings of fact contained in a Recommended Order of a DOAH ALJ unless it determines from a complete review of the record that the findings are not supported by competent, substantial evidence. Section 120.57(1)(1), Florida Statutes; See Belleau v.. Dept, of Environmental Protection, 695 So.2d 1305 (Fla. 1° DCA 1997); Fla. Dept, of Corrections v, Bradley, 510 So.2d 1122 la. 1* DCA 1987); Martuccio v. Dept. of Professional Regulation, 622 So.2d 607 (Fla. 1" DCA 1993). An agency head may not canvass the record for evidentiary support for alternative factual findings not made by the ALJ, and substitute his or her preferred view of the record for that 3 adopted by the trier of fact. See Bay County School Bd. V. Bryan 679 So.2d 1246 (Fla. "DCA 1996). Nor may an agency head rely on supposed “special expertise” in an area of substantive law to overrule findings of fact with which he or she disagrees. See Holmes v. Turlington, 480 So.2d 150 (la. t' DCA 1985). In short, once an ALJ has made findings as to a disputed factual matter, which findings are supported by competent, substantial evidence in the record, as defined in Chapter 120, Florida Statutes, those findings are binding on all parties to the litigation. See Goin v, Commission on Ethics, 658 So.2d 1131 (Fla. 1* DCA 1995); Langston v. Jamerson, 653 So.2d 489 (Fla. 1" DCA 1995); Heifetz v. Dept. of Business Regulation, 475 So.2d 1277, 1281 (Fia 1" DCA 1985). As to conclusions of law, courts will not overturn an agency's determination within the sphere of its expertise unless it is clearly erroneous. See, e.g., Department of Ins, v. Volusia Hosp, Dist., 438 So.2d 815, 820 (Fla.1983), appeal dismissed for want of a substantial federal question, 466 U.S. 901, 104 S.Ct. 1673, 80 L.Ed.2d 149 (1984). Petitioners’ Exceptions Petitioners except to all but one of the ALJ’s Findings of Fact. They urge the Office to adopt a view of the facts different from that found by Judge Parrish, and to overtum the vast majority of findings contained in the Recommended Order. Of the nineteen exceptions filed by the Petitioners to the ALJ’s Findings of Fact, seventeen assert the absence of competent, substantial evidence. Petitioners also except to four of the five conclusions of law of the Recommended Order, insisting that the DOAH “lost” jurisdiction in this matter when the Petitioners filed their Notice of Withdrawal of Petition for Formal Hearing on October 16, 2002. Petitioners claim that paragraphs 2, 4 through 8, and 10 through 20 in the Findings of Fact are each, in whole or part, unsupported by substantial competent evidence. But it is evident from the Recommended Order that Judge Parrish performed a detailed review of the 4 documentary evidence as well as the five volumes of hearing transcripts. Upon consideration, the Office concludes that each of these findings is supported by competent, substantial evidence in the record, considered as a whole. These exceptions are rejected. Petitioners except to the finding in paragraph 3, claiming that it is irrelevant. But this finding is anything but irrelevant, since it expresses the very core of this action and the cause of the Divestiture Order. This exception is therefore rejected. Petitioners except to the finding in paragraph 9, asserting that Judge Parrish should have been more specific in identifying the date of the divestiture plan referred to in the finding. The record discloses that on April 11, 2001, under threat of civil money penalties, Leonard filed a divestiture plan with the Department. Leonard was informed that the plan was not in compliance with the Final Order and on April 23, 2001, submitted another plan, which plan was the subject of the hearing and the only plan considered by Judge Parrish. Petitioners’ exception to the ALJ’s failure to mention the precise day in April on which Leonard submitted this plan is an irrelevant quibble, and is therefore rejected. Petitioners claim that paragraphs 11, 15, 16, and 17 of the Findings of Fact contain conclusions of law. In paragraph 11 the ALJ found: “The Petitioner did not implement any divestiture plan that would have complied with the terms of the Final Order.” It is undeniable that the Divestiture Order required Ms. Leonard to abandon her efforts to exercise control over Sunniland Bank, and to divest herself of shares in the bank so that she owned or controlled less than 25 percent of the voting shares of the bank. She was required to accomplish this by submitting, within 15 days of June 9, 2000, a legally sufficient divestiture plan which was to be fully implemented within 90 days of June 9, 2000. The plan could provide either for an outright sale of the shares or the establishment of a trust controlled by an independent trustee acceptable to the Department under the terms of a trust agreement approved by the Department. It is equally undeniable that even Leonard's initial proposed divestiture plan was submitted more than 300 days after June 9, 2000, rather than within 15 days, as required by that Order. The plan at issue here, that submitted on April 23, 2002, did not include a firm commitment by Leonard to sell her unlawful control position. Nor did it provide an independent trustee acceptable to or trust terms approved by the Department. This ultimate finding of fact is correct as a matter of fact and law. In paragraph 15, the ALJ found that, as a matter of fact, the proposed trustee, Meyer, did not have the requisite experience or knowledge to serve as an independent trustee. This is a pure finding of fact, well supported by substantial record evidence (Tr. at 34, 265-66, and 381). Meyer had no idea what he was expected to do as trustee for Leonard. (Tr. at 34, 201-07, 197- 210, 285-87, 289, 291, 293-97, and 362-64). This finding embodies a credibility determination which the Office is powerless to overturn. Department of Health & Rehabilitative Servs. V. Yhap, 680 So.2d 559 (Fla. 1* DCA 1996). In paragraph 16, the ALJ found that Meyer failed to submit financial information regarding his financial circumstance and business dealings to the Department. Not only did Meyer refuse to provide the Department with background information regarding his finances and business activities, he also refused to discuss his business dealings or financial circumstance at hearing. (Tr. at 300-01, and 351). In the Recommended Order, at paragraph 16, the ALJ correctly noted that an inquiry by the Department into Meyer's background was necessary to determine his fitness to act as a fiduciary for Leonard. As she aptly stated: “[a] trustee must be a person capable of independent thought and action and Mr. Meyer is simply not qualified to take Ms. Leonard on.” See Exhibit A at paragraph 25. There is substantial, competent evidence to support this finding. In paragraph 17, the ALJ accurately found that none of the divestiture proposals submitted by Leonard actually divested her of the shares for purposes of selling the shares. Furthermore, each proposal allowed Leonard to revoke the trust at will, without prior regulatory notice and approval. There is substantial, competent evidence in the record to support these findings. These challenged findings embody the ALJ’s positive evidentiary determination that Leonard failed to submit a divestiture plan that complied with the Divestiture Order. These findings are ultimate factual findings that are fully supported by the evidentiary record. They cannot be disregarded by the Office by the expedient of characterizing them as "conclusions of law" and must be considered by the Director in the formation of conclusions of law in this matter. L.J Taylor Companies, Inc. v. Department of Business and Professional Regulation, 724 So. 2d 192 (1st DCA 1999). Therefore, the exceptions to paragraphs 11, 15, 16, and 17 are rejected. . The Petitioners except to the Finding of Fact in paragraph 14, asserting that the Petitioners proposed Mr. Meyer as trustee well before August of 2001. The fact that Leonard proposed Meyer as Trustee “well before August of 2001” is irrelevant and harmless error in the context of this matter, but the finding is hereby adjusted to strike the word “next” and insert in its place “in April, 2001". Otherwise, this exception is rejected. Turning to the Conclusions of Law section, Petitioners except to the statement in paragraph 21 that DOAH has jurisdiction over this matter. They argue that their brief Notice of Withdrawal of Petition for Formal Hearing, filed on October 16, 2002, well after the evidentiary hearing in this case, served to strip DOAH of jurisdiction and render these proceedings moot. However, the Petitioners’ Notice of Withdrawal of Petition for Formal Hearing did not divest 7 DOAH of jurisdiction over this matter. See Saddlebrook Resorts, Inc. v. Wiregrass Ranch, Inc., 630 So. 2d 1123 (Fla. 2d DCA 1993) affirmed, 645 So. 2d 374 (Fla. 1994); Holmes Regional Medical Center, Inc. v. Agency for Health Care Administration, 737 So. 2d 608 (Fla. 1° DCA 1999); City of North Port, Fla. v. Consolidated Minerals, Inc., 645 So. 2d 485 (Fla. 2d DCA 1994); Middlebrooks v. St. Johns River Management Dist., 529 So. 2d 1167 (Fla 5" DCA 1988). When Petitioners rested at the conclusion of the evidentiary hearing they had requested, the matter was submitted for decision by Judge Parrish. The subsequent tactical decision by Petitioners and their counsel to withdraw the underlying petition for hearing, action obviously taken to avoid the entry of an adverse recommended order, was simply ineffective, as Judge Parrish correctly ruled. Nor did that filing, or Petitioners’ act of providing to the Department a Second Amended Divestiture Plan, also on October 16, 2002, render this case moot, as the Petitioners also claim in their exception to paragraph 21, and in their exception to paragraph 22. This is so for numerous reasons, including but not limited to: a. The sole purpose of this proceeding was to determine whether the Department erred in rejecting Leonard’s April 23, 2001 divestiture plan. That plan was rejected for a number of reasons, including the lack of independence and unsuitability of the proposed trustee, and the extent of Leonard’s control over the stock shares to be held in trust. Some of these issues are capable of reappearing in this matter, and even reappear in the Second Amended Divestiture Plan that Petitioners now rely on to claim that this case is moot. For instance, Leonard’s October 16, 2002 plan, like her plan of April 23, 2001, would unacceptably reserve for her the right to retain some powers of her unlawful control position, specifically the right to control the vote of all of her shares in connection with a potential sale of the bank. 8 b. The Department never consented to the dismissal of these proceedings, or the amendment of this action to address a new Divestiture Plan. c. Because the purpose of the proceeding requested by Petitioners was to determine whether the Department erred in rejecting Leonard’s April 23, 2001 divestiture plan, withdrawal of their Petition did not signify the end to the judicial or administrative labor to finalize the propriety of that action. The Department’s [or Office’s] cases in administrative litigation are all resolved by Final Order. Even when all parties voluntarily agree to a settlement of a DOAH case, a motion is made to DOAH requesting that it transfer jurisdiction back to the originating agency for entry of a Final Order. For the foregoing reasons, the Petitioners’ exceptions to paragraphs 21 and 22 are rejected. Finally, the Petitioners except to both paragraphs 24 and 25, claiming that they each contain findings of fact not supported by competent substantial evidence, are not based on law, and invite ‘a lengthy and unnecessary trip through the appeals system.” To the contrary, all facts referenced in both findings are well supported by competent substantial evidence replete throughout the record and any legal conclusions are absolutely correct. The claim that these conclusions invite “a lengthy and unnecessary trip through the appeals system,” amounts to no more than the expression of displeasure at the outcome of the proceeding and a threat to appeal unless the conclusion is overruled. This forms no valid basis for an exception, and these exceptions are rejected. The record in this case shows that Leonard has attempted to retain control over the shares in the former Sunniland Bank, despite being prohibited from doing so by the Department’s Order of June 9, 2000. In order for Leonard to be deemed even in belated compliance with the 9 Department’s Order, she must either sell her unlawful contro) position or entrust it to a wholly independent trustee. She may not reserve any rights to vote those shares. The plan of April, 2001, failed this test. The plan of October 16, 2002, also fails this test. Tl. Final Order Based on the foregoing findings of fact and conclusions of law, it is ORDERED: 1. The proceedings in DOAH case No. 02-1280 were in compliance with applicable law. 2. Inperagraph 14 of the Recommended Order, the words “in April 2001” shall be substituted for the word “August”. All other Findings of Fact in the Recommended Order are supported by competent, substantial evidence in the record as a whole and are adopted by reference by the Office. 3. All Conclusions of Law in the Recommended Order, as augmented herein, are adopted by reference. 4. Meyer is unacceptable to serve as the independent trustee. 5. The trust agreements entered into between Leonard and Meyer violated the Final Order from DOAH Case No. 99-1664 because Leonard, through the voting trust agreements, retained the right to vote approximately 49 percent of the outstanding common stock of Sunniland Bank in situations involving the sale of Sunniland Bank. 6. Leonard’s proposed Divestiture Plan is rejected because it did not provide assurances that Leonard would be unable to exercise ownership or control of 25 percent or more of the voting shares of Sunniland Bank. 7. Within 31 days from the date of rendition of this order, the Petitioners shall submit a divestiture plan which is acceptable to the Office. The divestiture plan must provide for 10 divestiture of control either by outright sale of all shares owned or controlled by Petitioner Leonard in excess of 24.9 percent of the bank’s total shares or by the establishment of a trust to hold such shares, which trust will be controlled by an independent trustee acceptable to the Office under the terms of a trust agreement approved by the Office. DONE AND ORDERED in Tallahassee, Leon County, Florida, this lo%, of February, 2003. Don Saxon, Director Office of Financial Institutions and Securities Regulation 11 TICE OF HT I W APARTY WHO IS ADVERSELY AFFECTED BY THIS FINAL ORDER IS ENTITLED TO JUDICIAL REVIEW PURSUANT TO SECTION 120.68, FLORIDA STATUTES. REVIEW PROCEEDINGS ARE COMMENCED BY FILING ONE COPY OF A NOTICE OF APPEAL WITH THE AGENCY CLERK AND A SECOND COPY, ACCOMPANIED BY FILING FEES PRESCRIBED BY LAW, WITH THE CLERK OF THE DISTRICT COURT OF APPEAL IN THE APPELLATE DISTRICT WHERE THE PARTY RESIDES. THE NOTICE OF APPEAL MUST BE FILED WITHIN 30 DAYS OF THIS ORDER TO BE REVIEWED. CERTIFICATE OF SERVICE I HEREBY CERTIFY that a copy of the foregoing has been sent via U. S. Mail to Ed Dougherty and Thompkins White, Igler & Dougherty, P.A., 1501 Park Avenue East, Tallahassee, “l /. Florida 32301, this [{ ) aay of ober Michael A. Kliner Chief Counsel Office of Financial Institutions and Securities Regulation 200 East Gaines Street Tallahassee, Florida 32399-0379 Copies furnished to: The Honorable J.D. Parrish Administrative Law Judge Division of Administrative Hearings Don Saxon, Director Office of Financial Institutions and Securities Regulation 12 STATE OF FLORIDA DIVISION OF ADMINISTRATIVE HEARINGS MICKIE A. LEONARD AND LAST CHANCE SPECIAL, INC., Petitioner, vs. Case No. 02-1280 DEPARTMENT OF BANKING AND FINANCE, Respondent. we SS HS SS SS RECOMMENDED ORDER Pursuant to notice, a formal hearing was held in this case on August 26-28, 2002, in Tallahassee, Florida, before J. D. Parrish, a designated Administrative Law Judge of the Division of Administrative Hearings. APPEARANCES For Petitioner: Edward W. Dougherty, Jr., Esquire Igler & Dougherty, P.A. 1501 East Park Avenue Tallahassee, Florida 32301 For Respondent: Richard T. Donelan, Jr., Esquire Robert Alan Fox, Esquire Department of Banking and Finance 101 East Gaines Street Fletcher Building, Suite 526 Tallahassee, Florida 32399-0350 STATEMENT OF THE ISSUE Whether the Petitioner's divestiture plan complies with the Final Order entered by the Respondent on June 9, 2000. EXHIBIT A PRELIMINARY STATEMENT In November of 2001, the Respondent, Department of Banking and Finance (Department), rejected a divestiture plan submitted by Mickie A. Leonard. Such plan was purportedly submitted to comply with a Final Order that had been entered in June cf 2000. On or about March 22, 2002, the Petitioners filed a request for an administrative hearing in order to challenge the denial of the plan. The matter was then forwarded to the Division of Administrative Hearings for formal proceedings. At the hearing, the Petitioners presented testimony from Mickie A, Leonard, Charles S.. Meyer, and Alex Hager. The Respondent offered testimony from Alex Hager, Marvin Blitz, Tony Fernandez, Ingrid Aquino, and Linda Townsend. All exhibits marked and received into evidence (or proffered) are identified in the five-volume transcript of the proceedings filed in this cause on September 26, 2002. On October 16, 2002, the Department filed its Proposed Recommended Order (PRO) that has been considered in the preparation of this Recommended Order. The Petitioners filed a Notice of Withdrawal of Petition for Formal Hearing aftex the Department's PRO had been filed. The Notice announced that the Petitioner, Mickie A. Leonard, had submitted a Second Amended Divestiture Plan. Further, such Notice maintained that submission of the amended plan rendered the instant action moot as the Petitioners were withdrawing their request for hearing. FINDINGS OF FACT i. On dune 9, 2000, the Department entered a Final Order and Order for Divestiture Plan (the Final Order) as a result of proceedings filed and identified in this record as DOAH Case No. 99-1664. 2. The Final Order resulted from a settlement reached among Mickie A. Leonard, James McLaughlin, Thomas Leonard, Raymond Hensler, and the Department. The understanding of settlement was memorialized in the transcript of DOAH Case No. 99-1664. 3. The underlying issue of the matter, and hence the divestiture dispute, stemmed from the Petitioner, Mickie A. Leonard's, attempt to control Sunniland Bank (the bank). Ms. Leonard and other bank shareholders have long-standing disagreements as to the bank and its control, and operation. 4. The pepartment erroneously thought those disagreements had been put to rest by virtue of the settlement of DOAH Case No. 99-1664. 5. Indeed the terms of the Final Order required Mickie A. Leonard to abandon her efforts to exercise control over the bank. Moreover, the Final Order recognized that Ms. Leonard was not to seek control of the bank in the future. She was to divest herself of the majority interest in the voting securities of the bank and in furtherance of that action was to: 2. Within 15 days of the date of this Order, Ms. Leonard must submit her proposed divestiture plan in accordance with the stipulation contained in Exhibit A for incorporation in the agreed final discussed in the stipulation. This plan must provide for the accomplishment of divestiture within .90 days of the date of this Order. The plan must provide assurances that Ms. Leonard will not be able to exercise ownership or control of 25% or more of the voting securities of Sunniland Bank. The plan must provide for divestiture of control either by outright sale of all shares owned or controlled by Leonard in excess of 24.9% of the bank's total issued shares or by the establishment of a trust to hold such shares, which trust will be controlled by an independent trustee acceptable to the Department under the terms of a trust agreement approved by the Department. 6. Instead of complying with the terms of the Final Order, the Petitioner filed an appeal to the Fourth District Court of Appeal. During the time the matter was on appeal the Petitioner did not file a divestiture plan. The appellate court did not stay the Final Order. ; 7. Eventually the Final Order was affirmed on appeal and a mandate was issued. Subsequently, the Department once again directed the Petitioner to file the divestiture plan no later than March 4, 2001. 8. Once again, the Petitioner did not timely file the divestiture plan. In fact, the Petitioner ignored the Department's Final Order and direction to file the divestiture plan until April of 2001. Then, after the Department had notified her that it would seek civil monetary penalties if the plan were not filed, Ms. Leonard submitted a divestiture plan. 9. The Department's rejection of that plan resulted in the instant case. 10. ‘The Petitioner has presented no credible explanation for why the divestiture plan in accordance with the Final Order was not timely submitted. ll. The Petitioner did not implement any divestiture plan that would have complied with the terms of the Final Order. 12. The actions purportedly taken to attempt compliance with the Final Order failed to provide any reasonable assurance that the Petitioner intended to abandon ownership or control of the bank. 13. As of August of 2001, the divestiture was incomplete. On August 6, 2001, the Petitioner's attorney advised the Department that Petitioner's shares would be sold to "the Kouzmine Group." That ‘event never happened. 14. To attempt compliance with the Final Order the Petitioner next proposed that Mr. Meyer act as trustee of her shares. The Department rejected the proposal. 15. After employing the criteria in Sections 655.0385, 658.20, 658.21, 658.27, and 658.28, Florida Statutes, the Department rejected Mr. Meyer as he did not have the appropriate experience to serve as an independent trustee. Moreover, it is determined that Mr. Meyer was not sufficiently informed of the facts or sufficiently independent of the Petitioner to qualify as an independent trustee. 16. Additionally, Mr. Meyer refused or failed to submit financial information regarding his experience and business dealings from which the Department might judge his suitability to serve as a trustee for the Petitioner. Even at hearing Mr. Meyer was reluctant to discuss his business dealings or financial circumstances. It may well be that Mr. Meyer considers such information none of the Department's business. It is precisely the Department's business. 17. None of the proposals provided for the independent voting of the Petitioner's shares for purposes of selling the shares. Each proposal also allowed the Petitioner to revoke it at will ~- with or without Department approval. 18. Mr. Meyer has never served as an independent trustee. He has never worked for nor been on the board of directors for a bank. Mr. Meyer has no training or business experience to qualify him to serve as a fiduciary or trustee. 19. As of the date of hearing, the Petitioner had not provided any assurance that she would not be able to exercise ownership or control of no more than 24.9% of the voting securities of the bank. 20. The Petitioner has demonstrated a pattern of conduct suggesting gross indifference to the Department's Final Order and authority. CONCLUSIONS OF LAW 21. The Division of Administrative Hearings has jurisdiction over the parties to and the subject matter of these proceedings. Section 120.57, Florida Statutes. 22. The instant case was referred to the Division of Administrative Hearings based upon the Petitioner's challenge to the denial of the divestiture plan. Now, by reason of the Notice of Withdrawal of Petition for Formal Hearing, the Petitioner maintains the matter is moot as she has submitted a Second Amended Divestiture Plan. 23. The Petitioner did not seek leave to file such amendment. Nothing in the record suggests the Department coneurred with or agreed to the filing of an amendment. Curiously, the Department filed a Proposed Recommended Order (and presumably spent time preparing same) for no apparent reason if the Department has consented to an amendment. More important, nothing in the record suggests the Petitioner is entitled to file an amendment. 24. As a matter of law, the Petitioner was required to divest her shares so that she no longer owns or controls the bank. She absolutely failed to do so in a timely manner. Moreover, by now filing a second amended plan for divestiture the Petitioner must. recognize that the prior submission was flawed or she is once again seeking to obtain additional time before divestiture may be compelled by a court of law. In either case, the Petitioner's indifference to the authority of the Department is beyond rational thought. 25. The language of the Final Order was clear and unambiguous. The Petitioner was to divest. She did not do so. Mr. Meyer is not qualified by experience or training to serve as an independent trustee. His judgment and lack of candid response to the Department also place his candidacy in question. A trustee must be a person capable of independent thought and action and Mr. Meyer is simply not qualified to take Ms. Leonard on. RECOMMENDATION Based on the foregoing Findings of Fact and Conclusions of Law, it is RECOMMENDED that the Department of Banking and Finance enter a Final Order rejecting the divestiture plan. DONE AND ENTERED this _/ _ day of November, 2002, in Tallahassee, Leon County, Florida. oY iD. PARRISH Administrative Law Judge Division of Administrative Hearings The DeSoto Building 1230 Apalachee Parkway Tallahassee, Florida 32399-3060 (850) 488-9675 SUNCOM 278-9675 Fax Filing (850) 921-6847 www.doah.state.fl.us Filed with the Clerk of the Division of Administrative Hearings this [ day of November, 2002. COPIES FURNISHED: Richard T. Donelan, dr., Esquire Robert Alan Fox, Esquire Department of Banking and Finance 101 East Gaines Street Fletcher Building, Suite 526 Tallahassee, Florida 32399-0350 Edward W. Dougherty, Jr., Esquire Igler & Dougherty, P.A. 1501 East Park Avenue Tallahassee, Florida 32301 Honorable Robert F. Milligan Office of the Comptroller Department of Banking and Finance The Capitol, Plaza Level 09 Tallahassee, Florida 32399-0350 Robert Beitler, General Counsel Department of Banking and Finance Fletcher Building, Suite 526 101 East Gaines Street Tallahassee, Florida 32399-0350 NOTICE OF RIGHT TO SUBMIT EXCEPTIONS All parties have the right to submit written exceptions within 15 days from the date of this Recommended Order. Any exceptions to this Recommended Order should be filed with the agency that will issue the Final Order in this case. 03 fue STATE OF FLORIDA . DEPARTMENT OF BANKING AND FINANCE, ny. iy AUIS > i fa / i a h MICKIE A. LEONARD and APPLICATION OF MICKIE A. LEONARD FOR CONTROL OF SUNNILAND BANK Petitioner, vy. DOAH Case No. 99-1664 DEPT. OF BANKING AND FINANCE, Admin. Proc. Nos 3808-B-3/99 Respondent, 3812-B-4/99 and JAMES MclLAUGHLIN, THOMAS LEONARD, and RAYMOND HENSLER, Intervenors. ee FINAL ORDER AND ORDER FOR DIVESTITURE PLAN On April 5, 1999, the Department entered an Order of Consolidation and Referral that transmitted to the Division of Administrative Hearings (““DOAH”) two matters involving Ms. Mickie A. Leonard that were consolidated by the Department for the purpose of formal administrative hearing. The first matter, docketed as DBF 3812-B-4/99, was a change-of-control application pursuant to Section 658.28, Florida Statutes, by which application Ms. Leonard sought a certificate of approval from the Department to control Sunniland Bank, a state-chartered financial institution located in Ft. Lauderdale, Florida. The second, docketed as DBF 3808-B- 3/99, was Ms. Leonard’s petition for hearing with respect to the Department’s proposed cease and desist order against her, which order required Ms. Leonard to cease and desist from controlling or attempting to control Sunniland Bank with having first received a certificate of approval from the Department. The consolidated matters were docketed as DOAH Case No. 99- EXHIBIT toddler” bs 1664 and set down for hearing, which hearing was ultimately scheduled to commence on May 15, 2000, in Ft. Lauderdale, Florida. Before the scheduled hearing was convened, on May 12, 2000, counsel for Ms. Leonard requested that no formal administrative hearing be held in the consolidated case at DOAH. Pursuant to this request, the assigned Administrative Law Judge canceled the formal hearing scheduled to be conducted in Ft. Lauderdale, and agreed to open the record in Tallahassee on May 15, 2000, for the limited purpose of receiving Ms. Leonard’s stipulation for resolution of pending matters. On May 15, 2000, Leonard’s stipulation was stated on the record in the presence of the Administrative Law Judge. A transcript of the proceedings is attached as Exhibit A. Leonard withdrew her change-of-control application with prejudice (Ex. A., p. 4, p.10). In resolution of her challenge to the Department’s proposed cease and desist order, Leonard further stipulated to the entry of an agreed final order requiring her to divest herself of her controlling interest in Sunniland Bank and to abandon her efforts to contro] Sunniland Bank. (Ex. A, p.6-8). Based on Leonard’s representations, the Department moved that the case be remanded by DOAH for the purpose of effectuating the agreed resolution. (Ex. A, p.14.) On May 16, 2000, the assigned Administrative Law Judge entered an order closing the file at DOAH based on the stipulation of the parties at the May 15, 2000, hearing. A copy of the Order Closing File is attached as Exhibit B. No exceptions have been filed to this Order within the time allotted for exceptions under Model Rule 28D-106.217, Florida Administrative Code. By this Final Order, the Department acknowledges that Leonard has voluntarily elected to withdraw her change-of-control application as to Sunniland Bank and to abandon her efforts to exercise control over the institution. The inevitable consequence of this action is that Ms. Leonard has no lawful authority to own or control a position in the voting stock of Sunniland Bank which would give her “contro!” over the institution within the meaning of the standards set out in Section 658.27(2), Florida Statutes. That the withdrawal is “with prejudice” signifies that she will not be able to obtain such authority in future. Thus, the only question which remains is how rapidly Ms. Leonard must divest herself of the majority interest in the voting securities of Sunniland that she currently owns or controls without proper legal authorization to do so. Consequently, it is ORDERED: 1. The change-of-control application filed by Mickie A. Leonard is WITHDRAWN WITH PREJUDICE. 2. Within 15 days of the date of this Order, Ms. Leonard must submit her proposed divestiture plan in accordance with the stipulation contained in Exhibit A for incorporation in the agreed final order discussed in the stipulation. This plan must provide for the accomplishment of divestiture within 90 days of the date of this Order. The plan must provide assurances that Ms. Leonard will not be able to exercise ownership or control of 25% or more of the voting securities of Sunniland Bank. The plan must provide for divestiture of control either by outright sale of all shares owned or controlled by Leonard in excess of 24.9% of the bank’s total issued shares or by the establishment of a trust to hold such shares, which trust will be controlled by an independent trustee acceptable to the Department under the terms of a trust agreement approved by the Department. It is so ordered. th Done and Issued this Gt day of June, 2000, at Tallahassee, Florida. Robert F. Milligan “Qs Comptroller ANY PARTY WHO JS ADVERSELY AFFECTED BY THIS FINAL ORDER IS ENTITLED TO JUDICIAL REVIEW PURSUANT TO SECTION 120.68, FLORIDA STATUTES. REVIEW PROCEEDINGS ARE GOVERNED BY THE FLORIDA RULES OF APPELLATE PROCEDURE. SUCH PROCEEDINGS ARE COMMENCED BY FILING ONE COPY OF A NOTICE OF APPEAL WITH THE AGENCY CLERK, DEPARTMENT OF BANKING AND FINANCE, SUITE 526, FLETCHER BUILDING, 101 EAST GAINES STREET, TALLAHASSEE; FLORIDA 32399-0350; AND A SECOND COPY, ACCOMPANIED BY THE FILING FEES PRESCRIBED BY SECTION 35.22(3), FLORIDA STATUTES, WITH THE DISTRICT COURT OF APPEAL, FIRST DISTRICT, 300 MARTIN LUTHER KING, JR. BLVD., TALLAHASSEE, FLORIDA 32399-1850, OR IN THE APPELLATE DISTRICT IN WHICH THE PARTY RESIDES. THE NOTICE OF APPEAL MUST BE FILED WITHIN THIRTY (30) DAYS OF RENDITION OF THE FINAL ORDER TO BE REVIEWED. CERTIFICATE OF SERVICE I hereby certify that a true and correct copy of this Final Order was furnished by US. Mail to William A. Friedlander, 1030 Truman Ave, Suite 1, Key West, Florida, 33040, counsel for Mickie A. Leonard; W. Douglas Moody, Esq., 101 N. Gadsden St., Tallahassee, FL 32301; and Michael W. Moskowitz, Esq., this 9th day of June, 2000. /) - \ . 4 . . t i : q / : A Nome { clined. Richard T. Donelan, Jr. (7 Chief Banking Counsel 22 ELECTRONICALLY FILED TRaxsomuer 22 AUG 27 PH I: 23 ov) Page 1 AMIN] Pp R STATE OF FLORIDA HE ARVN Ay vl arnt DIVISION OF ADMINISTRATIVE HEARINGS MICKIE A. LEONARD AND APPLICATION OF MICKIE A. LEONARD FOR CONTROL OF SUNNILAND BANK, Petitioner, vs. Case No. 99- DEPARTMENT OF BANKING AND FINANCE, Respondent, and JAMES McLAUGHLIN, THOMAS LEONARD, and RAYMOND HENSLER, Intervenors. wee eee ee eee ee ee ee eee eee ) VOLUME 12 of 1 PROCEEDINGS: TELEPHONIC MOTION HEARING BEFORE: SUSAN B. KIRKLAND Administrative Law Judge DATE: May 15, 2000 TIME: Commenced at 10:30 a.m. Concluded at 10:45 a.m. PLACE: Department of Banking and The Fletcher Building Banking Conference Room, 101 East Gaines Street Tallahassee, Florida REPORTED BY: JULIE L. DOHERTY, RPR Court Reporter EXHIBIT iA DIVISION OF ‘GS (850) 488-9675 GS 1664 Finance Sixth Floor ELECTRONICALLY FILED TRANSCRIPT r Page 2 Page 3 t ___ APPEARANCES 1 filing 2 petition for change of control with the Heparin eee 2 understanding that be and his group acting together will WILLIAM A FRIEDUANTER & ASSOCIATES, PA 3 be acquiring in excess of 50 percent of the issued and 4 Ee TRL Ay AVENE EE 4 ce! ng stock of Sunniland Bank. 5 $ ‘As part acd parcel of our wizhdrawal of the petitiog, 4 MPRFSENTING RESPONDET 6 itis our intention that, aad [ think this will be RUCHARD T DONELAN. IR. ESCUIRE 7 affirmed by the Department of Banking. that the C and D 7 8 petition which remains outstanding will be mooted as the ' 9 result of an agreed order that will be entered into by the TALLAHASSEE FLORIDA 32242 10 parties in the next several days. the terms of whick will REPRESENTING INTERVENCES M:LAUGHLIN AND LEONARD Ll iasotve Ms. Lecnard's ceparture from the baak, » 12 Mr. Miller's coming into the bank on an active basis wich 1 Bg QOKSLAS MOCOY. JR ESHARE 13 Mr. McCloud the proposed chief executive officer of the 401 NORTH GADSDEN STREET 13 bank. Wz TALAMASSER FLORIDS 123 a 1s There will be 3 90-day period established during 14 ACCTIAEL MOSKOWITZ ESQ 16 which Mz. Miller and his group will seek approval of their anreecepeer teach SOIOWITZ, PA (7 change of control application. We are hopeful chat the FORT LAUDERDALE. FLGRIDA 3334 18 Department will expedite that approval as part of a plan 19 to get this whole case resolved once and for all. 20 Tbave told the Department I believe that we can 21 close three business days after the approval is obtained. 22 There are no contingencies other than due diligence, and 23 that would commence immediately. 24 Ms. Leonard is out of the bank as of this weekend, 25 Mr. McCloud and as 1 understand it some designee of Ge Page3 Page 6 1 PROCEEDINGS 1 Department of Banking will be in a supervisory, I bave 2 THE COURT: Good moming, my name is Susan Kirkland. 2 heard the name Den Fagan but! don't know whether you have 3 {'m the -- (Inaudibte.) 3 conacted him -- 4 THE COURT REPORTER: Excuse me, Judge Kirkland, you 4 MR, MILLER: We have not 5 keep breaking up. 5 MR. FRIEDLANDER: In any event. someone approved by 6 THE COURT: Okay. I'll start over, Julie. 6 the Department will be in the bank along with Mr. McCloud 7 THE COURT REPORTER: Thank you. 7 as overseers pending the closing of the transaction in a THE COURT: My name is Susaa B. Kirkland, I'm the 8 which Mz, Miller and his group acquire the baok. 9 Administrative Law Judge ia this case, the case of Mickie 9 ‘Now there are two potential scesarios. Cme is that 10 A. Leonard and Application of Mickie A. Leonard for 10 Mr. Miller's group acquires the stock of the minority. In W control of Sunniland Bank versus Department of Banking and Hl that eveat, Ms. Leonard will still own a position io the 12 Finance with [ntervenors James McLaughlin, Thomas Leonard 12 bank and the understanding is that it will. that ber stock is) and Raymond Hensler, Case No. 99-1664. Ry will be placed in aa inter vivos trust for ber benefit aad t4 We are going to go around the table and identify each 44 for the tenefit cf her children, the terms of which and 15 other and who you represent. We'll start with my left, 15 the wustee for which will be approved by the Department. 16 Mr, Friedlander. 6 If, on the other hand, Mr. Miller is unable to 7 MR. FRIEDLANDER: My namic is Bill Friedlander. I'm 7 successfully negotiate the buyout of the muinoriry, then 413 the attomey for Mickie A. Leonard, and also appearing is Ms. Leonard will sell Mr. Miller all of her holdings in 19 specia'ly for the proposed buyers, which include 9 Sunniland Bank, at which point there won't be any trust or 20 Mr. Wilton Miller, Mr. Bob McCloud and Mr. Grady Whitlock, 20 anything else because she will have divesied herself of 2 all three of whom ate also bere and seated to my right 21 her shares. 22 THE COURT: You'll need to identify yourselves by 22 Those two options will have to remain on the table 23 voice that so Julie can, if you'll introduce yourself. 23 until] have had the opportunity to negotiate with 24 MS. LEONARD: My name is Mickie A. Leonard. 24 Mr. Meedy and Mr. Moskowitz. And hopefully that can be 25 MR. MILLER: Wltoa Afiller, iavestor. 25 resolved within the next week or so. Page 4 Page 7 1 MR. McCLOUD: Bob McCloud. 1 But [ would like some closure on this tigation now 2 MR. WHITLOCK: Grady Whitlock. 2 with ibe bank -- ] mean, the Department's widerstanding 3 THE COURT REPORTER: I'm sorry, | ean’t hear who is 3 that 1 am going to go one of those two ways. I can'tbe 4 representing the Deparcnent 4 ima position where the setdemeat of this case with the 5 MR. FRIEDLANDER: He said, John Aleom, Department of $ _ Departmeat of Banking is contingent upoo my successfully 6 Banking and Finance. 6 negotiating a purchase from the minority. That would be 7 MR. DONELAN: He is an employee. Representing the 7 unfair to Mr. Miler, it would be unfair to Ms. Leonard, 3 Department of Banking and Finance will be Richard T. & and there is no reason for that as long as Ms. Leonard is 9 Donelan, D-O-N-E-L-A: bicf banking counsel. 9 willing to sell al! of her stock to Mr. Miller, assuming 10 MR. MOSKOWITZ: Michael Moskowitz appearing as 10 that an agreement can be reached i counsel for fatervenor Raymond Heusler. ey That's basically the deal. TF assisted Ms, Leonard 12 MR MOODY: Doug Moody on behalf of Intervenors 12 yesterday. She is physically out of the bask: and within 13. Leonard and McLaughlin. 13 the next ten days will make the other adjustments that you \4 MR. HAGAR: Alex Hagar, Director, Division of Is desire, which as [ understand it is now that sbe has the 5 Bankiag. 15 creation of this voting trust that she is offofthe 16 THE COURT: My understanding is that you-all have 16 board. 7 come to some type of settlement and you wish to put that 7 Have I left anything out. Mr. Donelan? 18 on the record, 1s my undersunding correct? 18 MR. DONELAN: I don't believe that yeu have. 19 MR. FRIEDLANDER: Yes, Your Honor. Ou behalf of 19 Ms. Leonard, is it your intention to resign from the board 20 Mickie A. Leonard, we are going to withdraw our petition 20° of Sunnitand Bank? 21 or application for change of contret with prejudice, it 2i MS. LEONARD: Itis my intention to resign from the 22 being the understanding of the parties that Ms. Leonard is 22 board of Sunniland Bank, yes, sir. 23 in the process of negotiating a sale of certain bank stock 23 MR. FRIEDLANDER: I did forget something. 24 to the group ted by Wilton Miller. 23 MR. DONELAN: Avid to not eater the bank for the 25 Inis also our understanding that Mr. Miller will be 2s 90-cay period? DIVISION OF ADMINISTRATIVE HEARINGS (850) 488-9675 ELECTRONICALLY FILED TRANSCRIPT Page 8 MS. LEONARD; Da you want me to swear to this, Judge? don't mind. 1 will not enter the bank for the next 90 days while this transaction is taking place. MR. FRIEDLANDER: I did leave semething out MR. DONELAN: Y'es. MR. FRIEDLANDER: ft must be understood that Ms. Leonard is not agreeing that she is guilty of anything. This is not a temoval either voluntary or involuntary, it is a stipulated agreement that she will sell ber stock and divest herself. MR. DONELAN: And that she wil abandon ber efforts to contro! the bank, MR. FRIEDLANDER; Yes. MR. DONELAN: That's understood. THE COURT: All right. {inaudible.) THE COURT REPORTER: I'm sorry, I can't bear who is speaking. MR, MOSKOWITZ: It's Mr. Moskowitz, Ms. Doherty. THE COURT REPORTER: Thank you MR, MOSKOWITZ: I'll mave closer to the phoce. | rarely have been accused of speaking quietly, but this is one of these few occasions. {merely bad a question on the record. If hypothetically for any reason Ms. Leonard does not Page Il RTER: I'm sorry, Judge, I can't bear THE COURT RE? what you are $3. THE COURT: wil close my fi sent back over (2 £ . Julie, it's this phone. t f there has to be something and essentially a pew case ve itback to me. But l'm 35 Tetum, you need to 13, Leooard. cumeots that Mr. Friedlander t privilege. ] will be to Mr. Friediander. So the record is clear so there is no scords of Ms. Leonard to 24, either ove of the two. in our possession obtained telling you at this rerum the doe Lalso have a 5: confusion, we ¥ asking is whatever you go Ms Leonard, you give back to Ms. Leoaard, ing from somebody else, then that's, . > with as you think Leonard gave youon +s, give it back to her. ‘onor, the seccad part of my Page 9 consummate this transaction in the 90 days, either one of the two scenarios that Mr. Friedlander explained, I just ‘want it clear as to what happens on the 91st day. MR. FRIEDLANDER: Well one of a couple of things. Assuming that it is not consummated because it, because the banking department is still considering the application of Mr. Miller or making certain requirements disqualifying members of this group, asking that be teplace members, things of that kind, we would ask for an extension of the 90 days until a decision is made. If ultimately the Oepartnent rejects the application, or for some reason M:. Miller leaves the scene, Ms. Leonard's stock is already in trust with 2 trustee approved by the Department, and we would agree that ultimately she will divest herself of her stock, Essentially she will be ooking for another buycr. MR. DONELAN: That's acceptable to the Department. MS. LEONARD: Two things, number one, [ want - THE COURT REPORTER: Whoever is speaking is breaking up. {'m not hearing the conversation. MS. LEONARD: I want all of my personal and cous fidential paperwo-k back, | don't wast it copied and don't want it used in any other situation, my canceled checks. MR. FRIEDLANDER: As you recall, after you ordered Renee eee ee ote MRP RPSSTIRAGL SSIS ews )]}Heen— Page 12 2 1224 in the Bar Review next things. And [ am just Mz. Moskowitz to caution his request is} doce: = week that +> (leas: avinced that these results pwolicacion of these results es srctecy law. spectio the withdrawa’ of the exalt in aa order, with rder with respect to the C vt to bea public document. But stron of -- (Isaudible.) We azytody else does, however. urconcem. Ms. Leonard. 1 to change the posture of Sole.) And we will behave Sarees. TER: Mr. Donelan, you're breaking up, migh: violate MR. DONELAN application tha: is. a respect to that the det and D would in & please. MR. DONELAN: we att behave prudently under the ¢ an order telling, 1. Moskowia’s client, Ouce Page 10 them turned over they were tumed over at about 4:00 on Friday. And those are the materials that I was resisting turning over. It was umed over. MS. LEONARD: My personal checks aad my bank statements, all those things, Your Honor, t think this is ail in a confidential situation to begin with, and { would like to have them returned and no copies retained by opposing counsel or my son or the Intervenor. MR. MOSKOWITZ: First ofall let me state for the record that $ would disagree that the documents Your Honor ordered 10 be tumed over were in fact turned over. However ++ : THE COURT: Well whatever you got MR. MOSKOWITZ: Whatever we got in terms of canceled checks and bank statements on Friday. MS. LEONARD: ‘The stuff that | gave you on Friday, all my personal stuff 1 would like back. MR. MOSKOWITZ: Onc of the terms of the confidentiality order tbat Your Honor bas entered | believe in December of 1999, [ don't believe the mazer is necessarily terminatsd. MS. LEONARD: I withdraw my petition with prejudice -- MR. FRIEDLANDER: Don't make 2 legal argument. ‘THE COURT: Return the documents — (Inauditte.) Page 13 =, your application, essentially dasa public record. -ifwe haddone a bearing would bave been. ay. Those things that were not to wcaid bea public record. And cases in which that is what ¢ and the Department has redacted ett coufidential. The whele bearing those portions that deal you withdraw your 7 there will be ao 1 think that p hearing. only pore deemed ¢onfidecsa! a, be deemed confi¢e have done ovber essentially we bav those portions w: itself is not confit. with confidenti MS. LEONAPS: I'm ssying, Your Honor, that -- (lnavdible.) : bean't hear you, Ms. Leouard. Tam just saying to you that 1 have Lave received anonymous t were seat lo other people. Tm t Moskowitz to cautien bis client aot to try -- you now, my being cooperative here and agreeing to do everything, 1 sink this is all an agreed thing and itis not anybody's fsrsi=g me to do anything. Sol am just asking if there is acy ecssideration there. (Inaudible) THE COURT you. OATER: I'm sorry, Judge, can't hear DIVISION OF ADMINISTRATIVE HEARINGS (850) 488-9675 ELECTRONICALLY FILED TRANSCRIPT Page 14 1 THE COURT: !'m sorry, Julie. can't tell 2 Mr. Moskowitz’s client that be can't say whatever he wants 3 to say. That's something that you will have to take up if 4 he does anything. You Will have to take that up then. 5 MS. LEONARD:_Yes, roa'am, [ understand. Thask you 6 for bearing me, 7 THE COURT: Allright Anything else that we need? 8 MR. DONELAN: At this time based upon the 9 representations of Mr. Friedlander on behalf of 10 Ms. Leonard, we move, Your Honor, that the matter in Case 11 No, 99-1664 be remanded ta the Department for the purpose 12 of taking action in accordance with the agreement of the 13 Department. 14 THE COURT: It is now ordered, and an order should be 15 probably out sometime -- 16 MR. DONELAN: Than‘ you very much, '7 THE COURT: Anything else? 18 (Inaudible.) 9 MR. FRIEDLANDER: Only that if you have the time if 20 you could spend ten minutes ({naudible) -- filed in the 21 application (Inaudible) -- disclosed to you the investors 22 and, you know, if there are going to be a half dozen 2 iovestors if it turas out ~ 24 MR. DONELAN: I don't know who they are. 25 THE COURT: Julie, we are now concluded. Page 15 ! (Hearing adjourned at 10:45 a.m.) 2 3 4 $s 6 7 8 9 10 W 12 13 14 15 16 17 18 19 20 2 22 23 24 25 Page 16 1 CERTIFICATE 2 STATE OF FLORIDA. 3 COUNTY OF LEON: 4 4, JULIE L. DOHERTY, Coun Reporter, cerify that | was sutborized o and did stevogeaphicalty report the foregoing proceedings and that the wacseript is a rue and complete record of my senogspsic ocies DATED this day of . 1000. FOLIET DOHERTY, RPR Coun Reporer Division of Admininsative Hearicgs The DeSoto Building (230 Apaches Parkway Tallabassee, Florida 32299-3280 (0580) ATL-9675. Suncorn 274.9675 Fax Fiting (650) 921-6847 wore dood sate ud DIVISION OF ADMINISTRATIVE HEARINGS (850) 488-9675 STATE OF FLORIDA IST p 7k DIVISION OF ADMINISTRATIVE HEARINGS ST RA OG s * OFFIZE OF THE GENERAL _ Dept. of Banking an MICKIE A. LEONARD AND APPLICATION OF MICKIE A. LEONARD FOR CONTROL OF SUNNILAND BANK, Petitioner, vs. Case No. 99-1664 DEPARTMENT OF BANKING AND FINANCE, Respondent, and JAMES MCLAUGHLIN, THOMAS LEONARD, and RAYMOND HENSLER, Intervenors. ee a ee eee ee eee ee eee ORDER _ CLOSING’ FILE This cause having come before the undersigned on a stipulation of the parties at a hearing on May 15, 2000, that the parties have agreed to resolve the issues in this proceeding, and the undersigned being fully advised, it is, therefore, ORDERED that: 1. The final hearing in this cause scheduled for May 15, 2000, is hereby cancelled. 2. The file of the Division of Administrative Hearings in the above-captioned matter is hereby closed. DONE AND ORDERED this /6° day of May, 2000, in Tallahassee, Leon County, Florida. A tH SUSAN B. KIRKLAND Administrative Law Judge Division of Administrative Hearings The DeSoto Building 1230 Apalachee Parkway Tallahassee, Florida 32399-3060 (850) 488-9675 SUNCOM 278-9675 Fax Filing (850) 921-6847 www.doah.state.fl.us Filed with the Clerk of the Division pf Administrative Hearings this day of May, 2000. COPIES FURNISHED: Richard T. Donelan, Jr., Esquire Department of Banking and Finance 101 East Gaines Street Fletcher Building, Suite 526 Tallahassee, Florida 32399-0350 William A. Friedlander, Esquire . William A. Friedlander & Associates, P.A. 1030 Truman Avenue, Suite 1 Key West, Florida 33040 W. Douglas Moody, Jr., Esquire Graham, Moody & Sox, P.A. 101 North Gadsden Street Tallahassee, Florida 32301 Michael W, Moskowitz, Esquire . Moskowitz, Mandell, Salim & Simowitz P.A. 800 Corporate Drive, Suite 510 Fort Lauderdale, Florida 33334 Mark I. Blumstein, Esquire Northmark Building, Suite 101 33 Northeast 2nd Street Fort Lauderdale, Florida 33301

Docket for Case No: 03-003118