FMSB » Topics » Independence of Directors

This excerpt taken from the FMSB DEF 14A filed Mar 16, 2007.
Independence of Directors
 
NASDAQ requires that a majority of the Board of Directors be “independent” directors as defined in NASDAQ Rule 4200. The Company reviewed the independence of the Directors and considered any transactions between each director or any member of his or her family and the Company and the Bank. As a result of this review, the Board of Directors has determined that each of the members of the Board of Directors is independent under the NASDAQ definition of “independence” except for Mr. Valaas, who is not considered independent because of his employment as an executive officer of the Company.
 
Executive sessions of the independent members of the Board were held quarterly in 2006.
 
Independence of Directors

      NASDAQ requires that a majority of the Board of Directors be “independent” directors as defined in NASDAQ Rule 4200. The Company reviewed the independence of the Directors and considered any transactions between each director or any member of his or her family and the Company and the Bank. As a result of this review, the Board of Directors has determined that each of the members of the Board of

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Directors is independent under the NASDAQ definition of “independence” except for Mr. Valaas, who is not considered independent because of his employment as an executive officer of the Company, and Mr. Wallace, who may not be considered independent solely because of the commissions previously received by Wallace Properties, Inc. Executive sessions of the independent members of the Board were held quarterly in 2004.

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