# Appendix — United States v. Citizens & Southern National Bank

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## Record

- **Collection:** Supreme Court brief
- **Document type:** Appendix
- **Published:** January 1, 1975
- **Citation:** 422 U.S. 86

## Text

IN THE

SUPREME COURT OF THE UNITED STATES

- OCTOBER TERM, 1974

No. 73-1933

UNITED STATES OF AMERICA,
Appellant,

Vv.
CITIZENS AND SOUTHERN NATIONAL BANK, et al.

On Appeal from the United States District Court for the
Northern District of Georgia

JOINT APPENDIX
INDEX
VOLUME I
Page
Relevant Docket Entries ..................2220055 1

Complaint by the United States Filed November 2, 1971 9

\

Answer to Complaint Filed by the Defendants May 5,
iS Se ne ee nA ae an rare ee 24

Transcript of Proceedings Held Before the Hon. Charles
A. Moye, Jr:, United States District Judge for the North-
ern District of Georgia Commencing September 25,
1972:

Appearances [2] ............... 02000 eee eee 45
Testimony of W. D. Padgett—
Direct examination [7] .................... 49
Cross-examination [74] .................... 89

Testimony of William Farr, I1I—

Direct examination [85] .................... 96
Cross-examination [123] ................... 118
Testimony of Herbert Leonard Megar— .
Direct examination [1$1] ............. Seceece 135
Cross-examination [161] ................... 142
Redirect examination [171] ................ 148

Transcript of P:oceedings Held Before the Hon. Charles
A. Moye, Jr., United States District Judge for the
Northern District of Georgia commencing September
26, 1972:

Testimony of James A. Parker—

Direct examination [180] .................. 151

Cross-examination [227] ................... 178

Redirect examination [245] ................ 188
Testimony of Charles B. Ginden—

Direct examination [256] ................... 195

Cross-examination [296] ................... 219

Redirect examination [309] ................ 226
Testimony of Warren Jackson—

Direct examination [312] ................-. 228

Cross-examination [352] ................0.. 251

Transcript of Proceedings Held Before the Hon. Charles A.
Moye, Jr., United States District Judge for the North-
ern District of Georgia commencing September 27,
1972:

Testimony of Warren Woolsey—

Direct examination [361] .................. 257
Cross-examination [408] ................... 284
Redirect examination [424] 22... 292
Testimony of Samuel L. Skogstad—
Direct examination [425] .................. 293
Cross-examination [426] ........0...0...... 294
Redirect examination [476] 2.2.0.0. 0 0... 322
Recross-examination [ 494] .0 0. 333
VOLUME II
Testimony of Mills B. Lane—
Direct examination [508] .................. 343
Cross-examination [539] ................... 361
Redirect examination [ PORE snouesesuscsaucic 374

Transcript of Proceedings Held Before the Hon. Charles
A Moye, Jr., United States District Judge for the
Northern. District of Georgia commencing September
28, 1972:

Testimony of Howard S. Starks—

Direct examination [582] .................. 386

Cross-examination [604] ................... 400

Redirect examination [633] 22... 0.2, 417
Testimony of Joseph Hall—

Direct examination [637] .................. 420

Cross-examination [683] .................... 445

Redirect examination [744] ................. 481

iV

Testimony of Robert Daniel Handley, J r.—

Direct examination [747] ................-. 483
Cross-examination [765] ............ re 494
Redirect examination [774] ................ 499
Recross-examination [774] ................. 500

Transcript of Proceedings Held Before the Hon. Charles
A. Moye, Jr., United States District Judge for the North-
ern District of Georgia commencing September 29,
1972:

Testimony of Warren L. Berry—

Direct examination [777] ................... 501
Cross-examination [784] ................... 505
Redirect examination [802] ........

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if a correspondent who maintains substantial balances with you
calls in, usually he is dealing direct with a man who can give a
decision then and there, if necéssary, whereas the other might
go through a sort of a committee or require a little discussion
and so forth. I would say that being the same type general
credit that they would get the answer about the same time.
Generally, within the same day, if at all possible, unless it was
a very unusual situation.

Q. Now, insofar as your, own willingness to participate on
large loans from your correspondent banks, is that willingness
on your part in any way affected by the money market condi-
tions, if that—I don’t know if that is the right term to use or
not, but in other words, what I am getting at, is times of easy |
credit versus times of hard credit, if I may use those [17] terms.
A. You are referring to the credit crunch of *66-'68, when money
was tight and so forth?

Q. I would say that is a good example, yes. A. Well, yes.
Money is much more readily available at this time than it was
during that time, and we would be in position to give an answer
a little quicker. During the credit crunches of °66-’68, there
was a lot of times when you had to find the money before you
could put it out, if that answers your question.

Q. Another item you have mentioned, I think, before the loan
participation, if I recall correctly, had something to do with
the credit information. Am I correct in that, was that.one of
the correspondent services you mentioned? A. Credit informa-
tion.

Q. Credit information. A. As it pertains to companies, cor-
porations and so forth, yes. That is readily available to them,
should they have a customer dealing with a party or a company
where they are—you know, they are not known to them and
so forth, and it involves a contract or a substantial sum of
money, they call and want to know if their customer can deal
in full confidence with XYZ Company and so forth.

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[18] Q. Is that service used frequently by your correspondent
banks? A. Yes, it is. It is a service that they can render to
their local customer, when they are dealing with companies
that are unknown to them, where they have to—where it in-
volves advancing of money or credit.

Q. How was that service paid for by the correspondent bank?
A. Well, of course, this service is readily available to any bank,
whether they are a correspondent or not. That is just in the
general flow of commerce, that this is—you would give this
service to any bank, whether they are a correspondent or not.
Of course, a correspondent who maintains balances with you
would feel a little freer to call maybe more often on things that
are not as important to him as he would if he were not a cor-
respondent.

[19] Q. I may not have asked you, is there any fee for the
coin and currency service? A. Not generally, no, unless it’s
excessive. If you had—again, if you had a military payroll in
the area that a bank had to have an excessive amount. Gener-
ally, the answer to that would be no, generally, other than an
analysis charge.

Q. I'd like to go back to the data processing or computer
services that you briefly. mentioned earlier. Could you go
through those a little slower and sort of indicate to us the
various types of data processing services available from Trust
Company and give us sort of an idea what each one involves?
A. Well, your demand deposit, it would be that actually doing
the bookkeeping for all of the banks, demand deposits or check-
ing accounts which means that at the end of the day they
would send to you all items, all of the checks drawn on that
particular bank. By sorting them and running them through
the computer, they would be posted to the proper accounts.
You also furnish statements for them on a monthly basis which
they send out.

Time deposit, it varies from savings accounts to time certifi-
cates, certificates of deposit, et cetera, that you keep an ac-

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curate record of them and actually doing the accounting and
computing of the inierest on the computers. ag of this is done
for a fee.

[20] On the repayment loans or inetalbnent loans, accounting
is where you do the monthly, you post it, prepare the docu-
ments for them, also post the monthly payments also on a
monthly basis. That’s also for a fee.

The Court: Before you called one of the items a CD item.
Is that a counter-demand?

The Witness: Certificate of deposit, time.
By Mr. Kinkaid

Q. Insofar as the installment loan service that you just indi-
cated, does that—maybe I misunderstood what you said. Does
that include sending of bills, so to speak, to the installment
loan customers of the correspondent banks? A. Well, you send
it, you actually prepare them and send them to the bank. The
bank itself sends them the monthly payment coupon book. In
other words, I think, I would be safe in saying nothing is mailed
directly to the bank customer. Everything goes to the bank,
the bank and from the correspondent bank to their customers.

Q. Let's see if we have got everything here. We have install-
ment loan and accounting, demand deposit accounting, savings
accounts for which you would include certificates of deposit.
Does that take care of all the computer services? A. Various
different types of time accounts. J

Q. Now, you mentioned the term bookkeeping dust now. I've
seen the term bookkeeping used at least, I think, two [21]
different ways in banking. Perhaps you can help me on that.
I think I have seen it used one place, something general book-
keeping. A. General ledger

Q. General ledger? A. Part of general ledger bookkeeping,
which is a computer service offered to, depending on the size
of the bank as to how extensive it would be. Somebody might

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have 25 general ledger accounts, some might have several hun-
dred general ledger accounts. That is a service at the present
time we do not offer so, I could—some banks do. We do not
at this time.

Q. Is there any other type of bookkeeping done for banks
on the computers? A. You mean that we do not offer; is that
what you are asking me?

Q. I was just wondering, I’m trying to clarify my own mind,
perhaps. I’ve seen the same kind of bookkeeping referred to
in two different terms. That’s why I’m confused. Is there any-
thing other than general ledger bookkeeping in banking? A.
Well, now, of course, basically, using the term in its basic
form, any kind of accounting or record-keeping would be baok-
keeping. You’re doing bookkeeping when you're doing demand
deposit accounts and go one step further and post [22] gen-
eral ledger entries, accruals, the entries to be posted and send
them back to them. I can’t think of anything else, unless you
have some specific item.

Q. No, I’m trying to clarify the meaning of these terms in
my own mind. A. It’s probably the same term, two different
terms really meaning the same thing.

Q. Insofar as someone using your computer services, do you
at Trust Company supply the form on which information is
reported or sent in to the computers? A. Yes.

Q. Is there any—excuse me, go ahead. A. Well, of course,
it’s less expensive to them to use the regular soft wares, as we
know it. In some cases they prefer different type statements
and so forth, which we do use when we draw up statements for
them.

Q. That would be the statements coming out after the in-
formation has been run through the computers? A. Right, that
they mail to their customers.

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Q. Starting at the, I guess, what you would call maybe the
input side of the computer operation, is there any necessity for
the forms on which information is reported to your computer

to be standardized in any way, to your knowledge? A. You're
going to have to restate that. I’m not quite [23] sure what
you are asking.

Q. Let me put it a different way. Do the banks which use
your computer service, do they report information that’s going
onto your report, on your computer? Do they all use the same
type of forms in making such reports? A. Well, I think you can,
in general, yes, most of the time you pick it up off documents
that they send to you and inasmuch as a check is a check, then,
yes, they would use standard type information. That could be
different size or different colors, or different qualities of paper,
but it’s generally the same type of documents that you pick this
information up from. And on your monthly, generally your
information can come in any way and you pick it up and put
it in the necessary form to get the information on your com-
puter.

Q. I think the next item you mentioned was investment ad-
vice. Could you tell us a little bit more about that? A. Well,
I am thinking mainly of our bond department that sells Gov-

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Q. Do you have any correspondent banks that do not have
trust departments of their own? A. Quite a few. Most of your
small banks do not have trust departments.

Q. Do they refer trust customers over there or customers of
theirs who are, seeking trust services, are those referred to your
department? A. Some of them are, yes.

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Q. Do you have any correspondent bank accounts in the
general Atlanta area with banks that do not have trust depart-
ments? A. Yes, sir, you’re speaking of major Atlanta?

Q. Yes. A. Metropolitan?
Q. Yes. [26] A. Yes.

Q. Have any of those correspondent banks referred trust cus-
tomers to you? A. Yes, sit.

Q. In those cases, have you sent, or had someone from your
trust department go out and visit with the correspondent bank’s
customer or is there any policy ‘in that regard? A. Well, it de-
pends. Sometimes they call and set up the meeting and they
actually bring their client in that needs this particular service or
they might set it up so one of our people might call on them:
It depends on the situation. Are you saying wouid we call on
them direct? 5

Q. No, would you go out to the correspondent bank to meet
with his customer who is seeking trust services? A. Sure.

Q. I don’t know, you have mentioned this term already, and
earlier, but are you familiar with the term fed funds? A. Fed-
eral funds, yes. '

Q. What does that mean? A. Well; it’s really a misnomer
now, but in the beginning it was where a bank who had excess
reserves on deposit with the Federal Reserve Bank could sell
those by the day to another bank. It’s now come to mean any
bank that has excess funds whether he be a member of Fed or
not. They are called correspondent funds, fed funds, but it’s a
vehicle of [27] where a bank can sell excess funds by the day
as compared to investing in some treasury bills for thirty days,

sixty days, or two or three days, so forth. You can actually sell .

funds by the day. If you have $5 million. in excess reserves,
Federal Reserve Bank, that you do not need today, why, there
is a market available where you can sell those and for a stated

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rate for the one 24-hour period. They are returned to you the
following day.

Q. Would ydur small correspondent banks be able to par-
ticipate in that operation? A. Yes, sir.

Q. In what way? A. Well, we establish a market, your nor-
mal, of course, this is probably gone by the board. At one time
your minimum amount was $1 million. A lot of smaller banks
never at one time had this amount. So it’s now, I think, the
accepted minimum is probably a hundred thousand dollars
which gives them the privilege of investing this amount by the

day.

Q. I’m not sure if } understand just how Trust Company fits
into this operation insofar as the small correspondent banks are
concerned. Could you explain that? A. Well, we make a
market available to the small correspondent banks. We either
buy or sell fed funds or torrespondent funds whichever the case
may be at the going market. in other words, they may, one day
sell you [28] $500,000 in fed funds and the next day they
might turn around and buy $500,000 in fed funds, depe i on
their money position as of that day. It’s up to us to decide What
position we are going to be in. But, we either are net buyers
or net sellers, depending on our position as of that day.

[29] Q. Does that mean, then, thatthe small bank is dealing
directly with you, rather than with the Federal Reserve Board or
anyone else? A. Well, they have never—the Fed-funds market
has never been through the Fed Reserve Bank or the Federal
Reserve Board, that is the vehicle by which you move the
money from one place to the other. In other words, suppose,
as an example, maybe I can explain it this way, suppose the
Trust Company of Georgia, when we at noon decided on our

‘money position we might be net sellers of say fifty million dol-

lars in Fed funds or five million dollars in Fed funds, then we
would sell it to maybe Chase in New York, and we would
wire it through Fed to make it immediately available. And

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when you are selling money during the day, you must deliver
it promptly, and that is the vehicle you use. And you always
deal either through a bank or a money broker.

Q. Does Trust Company offer any sort of credit card service
to its customers? A. Yes, sir, Master Charge.

Q. Is there any service to correspondent banks which would

- involve the Master Charge service? A. Well, they can either

become a member of the—I believe the correct name is South-

eastern Bank Card [30] Group, and be a member, or they can

be an agent of a member bank. And we have some correspond-

ents who are agents of the Trust Company of Georgia and Mas-
ter Charge.

Q. Could you explain what is meant by an agent of Trust
Company or Master Charge? A. Well, in other words, they can
offer this, they can offer this to their customers without assum-
ing any of the risks, and the credit liability will be assumed by
the party they are acting as agent for; in this particular case it
would be us.

Q. Do these banks have the option, if they wish, to assume
the risk of that operation as well? A. If they wanted to be a
member direct, yes, they do.

_ Q. In the case where a small bank is acting as an agent for
Trust Company with respect to Master Charge, what would a
credit card obtained from the correspondent bank look like?
In other words, would the credit card that a customer of the
agent bank receive, would it have the agent bank’s name directly
on it or would it have Trust Company on it? A. It would have
the agent’s bank.

Q. Does Trust Company have a lock-box service available?
A. Yes.

3 [31] Q. Could you give us sort of a brief description of just
; what a lock-box service is? A. Well, probably have a large,
generally speaking, they are larger concerns or a concern who

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has quite a few invoices, which are collected in one central

point. For example, if a manufacturing concern in Miami,
Florida would enter into an arrangement with an Atlanta bank
to have a lock-box, which means that all of their remittances
would be sent to a post-office box in Atlanta, Georgia, and it

. would be picked up numerous times during the day by the bank

they entered into the contract with. And these items would be
processed immediately, thereby saving the time that it would
take to come from Atlanta to Miami and back in to process.
In other words, probably cut off two days’ flow in the meantime
on that. You just intercept checks and put them back into the
systems at a more rapid pace.

Q. Would such a service be available in any way to cus-
tomers of a correspondent bank? A. Well, to the extent, yes,
we would—any bank would set up a lock-box pian for a client
of the correspondent bank. In that case, of course, you would
set one up for anybody, under normal circumstances, but the
flow of funds, instead of coming into the correspondent would
probably come into the Trust [32] Company of Georgia for
the credit and advice of the correspondent bank, where it hap-
pened to be located.

Q. In that type of situation, first of all, would there be a fee
involved, and second of all, how would it be paid or by whom
would it be paid? A. Well, normally there is no fee involved in
this. You are paid by balances, but that would depend entirely
upon the setup that the correspondent bank wanted to have.
In other words, if the company would maintain sufficient bal-
ance with them to pay for it, and they, in turn, could maintain
sufficient balances with you to pay for it, then it would be just
an analysis charge. Then, if the volume built up and it got
to cost more, then, maybe you would have to ask for more bal-
ances to cover that, both ways, both from the bank and the

. bank from the corporate client. There could be a fee arrange-

ment there, there could be an arrangement where they would
prefer a fee rather than balances. In other words, if they

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couldn’t maintain sufficient balances, they would agree to pay
a fee or a maintenance charge on this, It could be either way.

Q. Does Trust Company offer any pension and profit-shar-
ing plans to corporate customers? A. Yes, we do, through our
trust department. \

Q. Could you, suai give us just a brief idea [33] of just
what type of plans would be offered and how they would be
offered? A. Well, suppase that a correspondent bank wanted
a pension and profit-shaging or retirement plan, a pension plan
or maybe a profit-sharing plan; then, our trust department would
—with an actuary, would work out a plan for them, and they
would have to contribute X number of dollars per year in order
to service or fund this particular plan, and it would be a con-
tract arrangement or fee involved in it. And the money would
then be invested, in order to assure that as of a certain date, ©
there would be enough money for X number of employees that
would be retiring at that time. And your profit-sharing plan |
would be the same thing, except it would be worked on prob-
ably a percentage basis. In that, again, the money would be
invested for them. All of this is on a fee basis through the
trust department. |

Q. Are any of these pension and profit-sharing plans, have
any of them been made available to correspondent banks as
such? A. Yes, each plan is tailored for that particular bank or
that correspondent bank’s client.

Q. Excuse me. In other words, when you say client, you
mean customer of this—a corporate customer [34] of a cor-
respondent bank? A. Could be anybody.

Q. Does Trust Company have any service which would in-
volve the preparing of payrolls for corporate customers or busi-
ness customers generally,. !et’s say? A. There is a computer
service that does this, and they furnish you the information,
either the number of—hourly employees or salaried employees,
et cetera and so forth. And you prepare either the checks for

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them or you credit the account for them, and so forth, prepare
their withholding forms, et cetera, that type of thing. Yes, sir,
it is done on a fee basis. *

Q. Are any of your’correspondent banks using that service
for their own employees? A. Some for their own employees,
some for the employees of clients and customers.

Q. Is Trust Company in the factoring business? A. Yes, sir,
we are. ;

Q. Could you briefly describe what is basically involved in
factoring? A. Well, generally, factoring is done in two steps.
First, the factor, in this case, ds the Trust Company of Georgia,

would pre-approve any credit or shipment of goods, and then ©
secondly, would purchase the invoice for cash, assume the

credit risk involved. [35] In other words, if it is a manufactur-
ing company, and they say we would like to ship $20,000
worth of whatever they are shipping to ABC Corporation in
New York, we say, “Fine, we will accept the credit, ship the
goods”. And we would, in turn, purchase the invoice for cash

and we would wait until the normal business terms, maybe 30,
net 10, before we received our money from ABC Corporation. |

It is a purchase of accounts receivable is what it amounts to.
There are various ways, there’s other alternatives you can take
on that, but basically it is a purchase of accounts receivable.

Q. Are any customers of your correspondent banks presently
using the factoring service that you just described? A. Yes,
they are.

Q. L think you just indicated that when you purchased the
receivables, you would then pay cash to the factoring client?
A. Right.

Q. How would that money be routed back to the factoring
customer himself? A. Well, if he is a direct customer of ours,

__ we would just merely credit his account with the Trust Com-
| pany. If he were a customer of a correspondent bank, [36] then

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we would credit the correspondent bank’s account for the credit
and advice of the factoring customer.

Q. Mr. Padgett, I would like to hand you Government’s Ex-
hibit 193, the very last one here.

Your Honor, this is the booklet entitled “Trust Company of
Georgia oe Banking Services.” It is our very last
exhibit. es

The Court: The amended set?

Mr. Kinkaid: Excuse me, sir.

The Court: In your amended set? ©

Mr. Kinkaid: Yes, sir.

; The Court: All right.
| =O. Mr. Padgett, do you have any idea of roughly when this
particular booklet was written? A. There's no printer's date on
here, but it looks like it was about ten years-ago, about 1961
or '62.
Q. Who actually wrote this booklet, can you recall? A.
d Well, it was prepared by a man in our organization by the name
_ _ of Luke Fink, who talked to” everybody concerned and put it
together, and getually it is, in effect, his language, I guess is
what you would say. é

[37] Q. Were you personally consulted with respect to this?
A. Yes, sir. ;

Q: Have you had a chance to read this particular booklet
recently? A. When I gave it to you, yes. . ;

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Q. All right. So far as you are concerned, are the services
described in this booklet, are they accurately described? A.
All of them afe, they have been. The only change has been
really, an up-dating as far as automation is concerned, com-
puters involving some of them. There has been one we show
here, we show an industrial development department or refer

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to it. We no longer have a department known as business and
industrial development. It’s done possibly by the officers in the
national division rather than being departmentalized.

Q. What do these officers do today? Would it be the same
as described in here for the previous department when it was in
existence? A. Originally, yes.

Q. Would those be the only corrections you would be making
in this as of today? A. I would think so, other than some of
the nomenclature might have changed, but virtually it is the
same.

Q, Could you please turn to page 7 of that exhibit? A. Yes,
af ;

[38] Q. About the middle of the page there is a notation,
“Trustee,” under pension, profit sharing, thrift and other em-
ployee benefit plans. Could you tell us what the thrift plan
would be? A. I'm sorry, I’m afraid I’m not—I think I know,
but I would rather—I'm not sure.

Q. Are there any other employee benefit plans that you know
of at the moment that would be covered under this particular
service? I've got to rephrase that, that’s confusing. When you
say Trust Company acts as a trustee under pension, profit shar-
ing, thrift and other employee benefit plans, my question really
should be, can you give us an example of-sther employee bene-
fit plans referred to? A. Well, I think one might be the plan
which the professional men, doctors and attorneys, use, it’s
called what, the Keough Bill; is that right? It could be that,
where professional people ask to set aside a certain amount of
money each year for their own profit sharing or pension, if you
will, so forth. It could be a plan like that or specially devised
plan for an individual or group rather than corporations, et
cetera.

Q. Would that plan you just mentioned, for professional
people, would that be available to professional people, customers

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of your correspondent banks? A. Sure, anybody. It’s on a fee
basis.

[39] Q. Now, could you turn to page 19. Now, in the? first
paragraph on that page there are several different things. It |
emphasized some which'I believe we have already covered this
morning. I'd like to just go through these and the ones we don’t
seem to have covered, we would like to ask if you will just sort
of spell this particular thing out a little bit more for us.

What would the term “Taxes” mean in this context? A. I
think what it means were that our expertise or knowledge, if
you willy and any particular change in the tax laws, and so
forth. In other words, something new and different comes up,
you have some question about it. They probably do not use a
distinguished tax firm like we do. We would make this avail-
able to them, tell them what we are doing, this type of thing,
what ought to be done, what you ought to look at or refer them
to a tax expert in their given area that could help.

Q. There is one before that, “Check Processing and Book-
keeping.” Would that be something more than just your com-
puter operation? A. Well, of course, back at this time there were
not as many banks using computers as there are now. Probably
referring to, we would probably send in a team of operation
experts to review their bookkeeping system to see if it could
be helped. In other words, if they needed to change to a [40]
different type of equipment, and so forth. .

Q. Would that be necessary today with banks on the com-
puter setup? A. Not really, but it could be very important to
a small bank that’s still using manual bookkeeping machines if
they wanted to upgrade and change, and so forth. I would say
you would have fewer calls now than you did then. If that an-
swers your question.

Q. What would be in the context of this paragraph the kind of
advice that you would be offering on the next item,,zamely in-
stallment credit? A. Would be anything from how we train

pany, i

people to make installment loans, forms we use, methods we use,
F collection methods we use or forms we use. How we evaluate
j credits, the terms, 24, 36 months, et cetera, and so forth.

Q. Are you just—I think you mentioned training. Is there
d any kind of training available at Trust Company for employees
: or officers of your correspondent banks? A. Certainly.

Q. What would be some of them? A. We don’t conduct for-
4 mal classes per se. If a correspondent called and asked us to
train a teller or someone in the personnel department, credit
Office, installment lending office, we would do that.

q Q. One item in here is called “Audit Systems.” What [41]
would that involve in terms of offering advice to correspondent
; banks? A. It could mean that we could, would tell them how to,
j how they should conduct a director’s audit, how they should
trace their loans, how they should trace savings accounts,..and
E so forth: Just as in most of your audit systems you do not ac-
4 tually, you know, ask for a direct confirmation on everything.
But, ten loans, five, six, depending on the volume and so forth,
and what is involved, internal security mainly.

Q. Now, this item, the tellers’ procedure, would that be part
of what you just mentioned as training tellers, or would that be
something else? A. Might, might furnish them with a manual,
training manual, how we train them and how we handle them,
and so forth.

Q. What would be involved in giving advice on loan collec-
tion methods? A. Probably tell them the procedure we use, what
we do when a loan is thirty days past due, sixty days past due.
How we effect collections, what we find is necessary to convince
us, to move against the collateral and so. forth, repossess an
automobile. :

Q. How would you become involved in advising a corre-
spondent on the purchase of new equipment and supplies? To
what extent would you be involved in that sort of thing? [42] A.
Mostly to do a feasibility study as to what type of equipment

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they should use, when they should get it, whether they should
purchase it or should lease it. Generally, in a full feasibility
study, really, as to whether they need it, how much equipment
they needed, and so forth. A lot of time there is a tendency to
over-buy, when you are buying this type of thing.

Q. Does Trust Company do any leasing of equipment of this
type? A. We would arrange—we would arrange to handle a
lease contract for somebody. We do not lease, we do not lease
the equipment per se.

Q. Right. What would be the sort of thing that would be
contemplated by this term personnel assistance? [43] A. Well, it
could be anything from helping them train personriel, helping
them be sure that they are using the proper procedure in ac-
quiring personnel. In other words, their personnel department
is doing the things that is necessary to do nowadays in order to
comply with the law or it could be—it could be we would assist
them in finding personnel. In other words, if they needed a
cashier in the bank or if they needed a lending officer in the bank
or president of the bank, et cetera and so forth.

Q. Can you explain the next term, “job evaluation”? A.
Oh, it mainly has to do with the classifying of a particular job,
how much should you pay a branch manager and how much
should you pay a monthly repayment lending officer and how
much should you pay a teller, et cetera and so forth. A job, a
formal job description showing what has to be done, what
should be done at pay scale from the minimum to the maximum.

- Q. What would be involved in offering advice on protection
and insurance? A. Anything from whether they should use
guards, whether they should—what their bond should be,

whether they should have cameras, internal security, anything
in that line.

Q. Do you have anybody available to actually [44] advise
on securities systems? A. Well, that is not his primary job. We
have a former FBI agent, who is in charge of our security. It

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is just like anything else, you know, we don’t have a trust man
available for a particular job, but we can make him available
under these circumstances, if need be. Under that case, we
would make our security man available to them for that pur-
pose.

Q. Could you turn to Page 21, please?

The last sentence of the first paragraph on that page states
that: “We are always glad to share information on national and
sectional accounts, and to aid our correspondents in their rela-
tions with them.”

Could you expand on that for us, just how does Trust Com-
pany aid its correspondents in their relations with national or
sectional accounts? A. Well, it could be that a correspondent
bank would call in and say we understand that such-and-such |

~a store would be located in our area. If this is true, we would
like to have them do business with us and we would attempt to
find out, first, if they were going to locate a store there; and
second, recommend that they use this particular bank, and to go
beyond that we would probably tell them, because we had previ-
Ous experience, as to just how they go about selecting [45] their
local bank, whether the local manager makes the decision,
whether the vice-president in charge of finance makes the de-
cision, whether the treasurer makes the decision, whether they are
just actually measuring the closest bank, period. That is it.
Really what they are looking for in the area and so forth.

Q. In those situations would anybody from Trust Company
call on a national or a sectional account with———. A. Sure.

Q. someone from the correspondent bank? A. Well,
that could be the case if it were important enough, but most
times, if they had asked you to call on them for them, that your
man would go by himself. If it were important enough, there’s
a chance that the president of the local bank might want to go.
It really depends on what it is. If it were a chain store or a de-
partment store, he would not. If it were a manufacturing con-

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cern that would employ four or five hundred people, probably ©
the president and the entire bank board would want to go.

Mr. Kinkaid: Your Honor, would this be an appropriate point
to take a little break?

The Court: All right. We will take a ten-minute recess.
(Whereupon a recess was had.)

[46] Q. Mr. Padgett, does Trust Company provide any kind of
assistanice with respect to correspondent banks’ lending prac- -
tices, as such? A. I don’t quite—would you rephrase that, I
don’t quite understand.

Q. Well, does Trust Company help a correspondent bank
in making various types of loans or in setting up procedures
whereby or under which its loans are granted? A. Oh, you
mean, for instance, on real-estate loans, and so forth? Your
checklists, your technical procedures, yes we do that.

Q. Could you tell us just a little bit more as to the nature
of that assistance, the form it would take? A. Well, generally,
when there’s been any change in the banking laws or any regu-
lations by the regulatory authorities, that really change any
particular receivable financing or ‘construction loans or any
technical change, why, most of your Reserve city banks will
put out a memo or guideline sheet showing the changes, what
should be done, this, that and the other and so on. Of course,
on any specific request, we would do that on anything. If a
bank had some question about making a term loan, covenants
that could go in it and so forth and so on, [47] we would be
glad to do that. But, as a general rule, unless it is some techni-
cal, drastical change, you wouldn’t put out a white paper on
it, so to speak. _ 3 :

Q. Have you ever gotten a call from a correspondent bank
to the effect that it’s gotten into or its loan procedures have
sort of gotten into a mess, and could you give us a hand in
straightening them out? A. Yes.

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Q. Has that happened often, to your recollection? A. Not—
no, it would be the exception rather than the rule.

[48] Q. If you can think, I’m not asking you for names of any
banks in the situation where inat has actually happened, can
you recall what Trust Company did to help the correspondent?
A. Well, generally, what you do would be send, say, a team of
two fairly competent credit analysts to go in and help survey
the loans and see what they were doing or see what they were
not doing or needed to be done, and so forth.

Q. What do you mean by survey their loans; what would
that involve? A. That would depend. You've got one or two
loans you’re having trouble on, and find you do have one or
two, it could be they lost their chief executive officer of the
bank and they are, you know, think that maybe he was a little
oo liberal in his lending policies and so forth, might want you

look at the entire note case, all of their loans, in which you
would do that, or maybe just a certain type of loan you have
a problem with.

.Q. You just mentioned they may have lost their chief ex-
ecutive. Has that happened often during your experience at
Trust Company? A. Where they would lose the president of
the bank?

Q. (Indicating the affirmative.) A. Sure.

Q. And in those cases have you assisted the bank in any
way in replacing the chief executive? [49] A. In some cases,
yes, sir, tried to.

Q. Roughly speaking, how would you go about trying to
resolve a problem like that? A. Well, smost of your major
banks sort of act as, I would say clearing house, that wouldn't
be correct, they try to stay on top of the situation and know
who is available, who is looking for a job of this type, and so
forth, try to put the parties in touch or could have somebody
that’s been in the banking up in the east coming to this section

sai ME i

of the country, wanting to move to this section of the country.
Local boys that’s been off to school located on the west coast
that want to come back, this type of thing.

Q. Going down the line somewhat, do you or have you had
requests for help in situations where tellers or other employees
of correspondent banks are sick or died, for one reason or
another are not available, and for one reason or another a re-
placement is needed on a temporary basis? A. Generally not
just one in cases like that. They can get by with one. Where
you have a couple on vacation or something happens to a
couple, so forth. There have been occasions, yes, where you
would have to step in and furnish two, three people in one |
department.

Q. Have you had any request from correspondent banks to
assist them in the financing of any expansion, for example, reno-
vating their bank building or perhaps building a branch [50]
building or replacing their equipment? A. Not any equipment.
We have had some real estate tin companies who bor-
rowed money to build a building of build a branch, and so
forth. I don’t recall whether any equipment has been involved.

Q. You mentioned the real estate holding company. How
would that, a real estate holding company be involved with
one of your correspondent banks? A. Well, it could be that
they were up to their brick and mortar maximum as far as
i their capital was concerned. They were building a new build-

ing, new branch and wanted to borrow money. They would
form a Rolding company, real estate holding company who
would borrow the money secured by a lease from the bank
. for a period, given period of time, which would fund the loan.

Q. And again, how does—how would “Trust Company enter
into that particular situation? A. Either help them place the
loan with an insurance company or make it yourself.

Q. To your knowledge, are there any banks headquartered
outside Atlanta that are trying to, trying to sell correspondent

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services of the type we have been talking about this morning
_ to small banks in this area? A. Yes, sir.

Q. Now, could you identify some of these for us? [S51] A.
You mean by name?

‘Q. Yes, sir. A. Wachovia out of Charlotte, North Carolina
National out of Charlotte, American National out of Chatta-
nooga, Central Bank out of Birmingham, First National out
of Birmingham. The Jacksonville Bank, Barnett, Florida Na-
tional, Atlantic National. Your New York banks to a lesser
extent, they call on small banks in Georgia not as active as
the ones I've mentioned, but all of your New York banks call
on the banks, Chase, First National City, and so forth.

Q. To your knowledge, do the banks that you refer to as
the active sellers, namely the North Carolina and Tennessee,
et cetera, banks, to your knowledge, do those banks offer

. pretty much the same range of —— services that

your bank offers or do they offer more or less or can you
categorize them that way? A. I would think most of them are
pretty much the same with the exception, of course, of your
computer services. ne teabe a mileage range in there, mile-
age factor that enters into it, )that banks out of Chattanooga
would be restricted as tothe surface transportation, really,
fifty, sixty miles. Other than that, it would be pretty much the
same except maybe swe could be in some policy as
in regards to overlines/ and something like that. Basically, I
would say they are pretty much the same. Some does more,
[52] depending on the size, and some are in a position to do
more of one thing than another. Basically, they would all
attempt to do the same thing, I think I'd be safe in saying.

Q. During the past, say, ten years or so, can you recall any
Officers at Trust Company who have left Trust Company to
become officers of small banks? A. Yes, sir.

Q. Have there been any that you can recall? A. Well, I
don’t know that we have had any more than anybody else.

on TP hee

We have had quite a few back over the years, particularly in
the Florida area, back when a lot of banks were being au-
thorized and opening down there. They were offering some-
body attractive salaries and situations. Georgia during that
period lost a lot of men to Florida.

Q. Generally speaking in those situations, were the people
who left the kind of people that Trust Company would have
rather had stay; in other words, were they——— A. Yes.

Q. ——
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WILLIAM FARR, III,

having been duly sworn, was examined and testified as follows:

Direct Examination
By Mr. Stern

Q. Would you state your name, please. A. William Farr, III.

Q. Where are you employed, Mr. Farr? A. First National
Bank of Atlanta.

Q. What is your present pesition? A. I am manager—excuse
me, manager of what we call our Southeastern Division.

Q. And what does that division entail? A. This is the di-
vision of the bank that is responsible for our bank’s business in
the nine Southeastern states, with the exception of the city of
Atlanta.

Q. When you say your bank’s business, what did you mean
by that? A. Well, account relationships, loan relationships, gen-
eral banking services.

[86] Q. What is an account repoomne A. Well, let’s say
a checking account.

Q. All right. Now, you say except in the city of Atlanta;
you do nothing then that involves anything within the city
limits? A. Well, with one exception. Any correspondent bank-
ing relationships we would have in the city of Atlanta.

Q. All right. What is your
general Atlanta area.

4.. Or let’s say in the

Q. Okay. And your department oversees all of that within
the Atlanta area? A. Yes.

Q. All right. Are you the head of that department? A. Yes.

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— 97 —

Q. So what is your relationship then to the correspondent
services provided by your bank in the Atlanta area? A. Well,
they all fall in my division.

Q. All right. And you are primaril; responsible for that?
A. Yes.

Q. Okay. Did you mention the phrase “corporate business”?
Did I hear you say that? [87] A. Not today.

Q. I am going to ask you whether the phrase means any-
thing to you. A. Corporate business?

Q. Yes. A. Yes.

Q. What does it mean? A. It means business from corpora-
tions, really, we use it in the framework of corporations, part-
nerships, any commercial enterprise, other than individual ac-
counts.

Q. Okay. When you use it in reference to what your de-
partment does, what does the meaning of that phrase have
for you? A. Well, I would say any account relationship, loan
or so forth, from a commercial enterprise, something other
than a corporate bank or an individual, personal account.

[88] Q. These are dealings between your bank and corpora-
tions which are technically customers of yours? A. Yes.

Q. What types of services are primarily involved in this?
A. In the corporate end, we can start with checking accounts,
loan relationships, services from our trust department which
we may assist in the sale of data processing services, corporate
type services, registrar, transferee.

Q. And these are primary services in the corporate end?
A. I think so.

Q. In regard to correspondent services, what territory did you
Say you cover with that? A. We have nine states, Virginia,
the Carolinas, Florida, Georgia, Alabama, Mississippi and
Tennessee.

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— 98 —

Q. Now, does your bank furnish correspondent services out-
side this area? A. Yes.

Q. The number of accounts or total volume of business,
let's say, even if a dollar volume, in terms of that, what per-
centage of your bank’s total sales of correspondent services is
3 done in the region you oversee? A. I really can’t truthfully
; give you an honest percentage. Let’s say the great majority.

[89] Q. All right. A. By far.

Q. Do you have a rough idea as to how many banks in
Georgia you furnish correspondent services to? A. Let’s say
several hundred.

Q. Okay. Now, what do you do?. What does your depart-
ment do with respect to correspondent services in generai; do
you simply solicit the sale of them? Do you manage the furnish-
ing of them, or what? A. We—as I say, we do both. We do
have certain departments that do support us. In other words,
we have some eleven offices in our southeastern region that are
responsible for various territories. They are drawn geographic-
ally. They are responsible for the solicitation of new accounts,
the solicitation of existing business. We use other staff depart-
ments such as data processing. We don’t physically do data
processing in our department. A separate department does that
under our direction.

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Q. With regard to data processing, is that a correspondent
service? A. Yes.

Q. Another department of your bank would assist in the
furnishing of that service? A. That’s right, the same holds true
in the trust department, we don’t—we assist our trust depart-
ment in, [90] say, selling trust services in the correspondent
bank market as well as any other market. We don’t actually, in
our department, give advice on wills or corporate trust matters,
things such as this.

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— 99 —

Q. Would your bank give such advice as those? A. Yes, I
think it would.

Q. Are you then personally familiar with the correspondent
services which are offered and provided by your bank to other
banks in the Atlanta area? By that, I mean Fulton and DeKalb
Counties? A. Yes.

Q. All right. Am I correct in assuming, let me change that
for Mr. Hodgson’s benefit, are you personally familiar with the
correspondent banking needs of small banks in the Atlanta
area? A. I think generally so.

Q. And you oversee the solicitation of sales of correspondent
services to those banks? A. Yes.

Q. Then, is it the nature of your job to be familiar with their
correspondent needs? A. Yes, sir.

Q. To your knowledge, do you offer the basic range of all
the major and basic correspondent services that other Atlanta
banks offer? [91] A. I would presume so, we think so.

Q. All right. Now, to the best of your recollection, I don't
know that you have brought anything with you, could you list as
many of the major services, correspondent services as you can?
A. Well, clearance of checks, loan participation, both purchase
and sale. Data processing work, investment services, financing
services for the bank itself. various forms of, let’s say, opera-
tional and management assistance. I don’t know—it’s a little
hard to—really, get out a list.

Q. Do you recall that I’ve spoken to you on a number of
occasions and asked you about your operations? A. Yes, sir.

Q. Now, if I were simply to suggest that certain phrases that
I believe you have stated, would you tell ‘ne whether I’m cor-
rect or incorrect in my assumptions that you provide these serv-
ices, Federal funds? A. Yes, we have a Federal funds service.

— 100 —

Q. Okay. Financing of the small bank’s expansion? A. Yes,
in various ways..

Q. Pension and profit sharing plan administration? A. Yes,
sir.

Q. Personnei assistance of any type? A. Yes.

Q. Portfolio management or some other phrase that [92]
might A. Yes, we do some work with—if you’re talking
about investment portfolios of banks.

Q. Yes. A. Yes, we have a service on a fee basis.

Q. Does the phrase “Credit information” mean anything?
A. Yes. :

Q. In what sense? A. We exchange credit information with
customers as well as competitors.

Q. Do you furnish credit information as a correspondent
service? A.I suppose you could call it that. As I say, we would
exchange credit information with someone who’s a customer
or non-customer. I think that’s sort of a function of our business.

Q. Do you furnish a factoring service? A. Yes.

Q. Briefly stated, what is a factoring service? A. I think I
heard Mr. Padgett cover this pretty well this morning.

Q. 1'’s his definition, as you heard it A. Essentially, the
purchase of receivables on anon-recourse basis for cash.

Q. Do you handle payrolls for anyone other than your [93]
own bank? A. Yes.

Q. Do you handle them for other banks? A. You’re speaking
of payroll accounting, preparation of them? Yes, we do.
Q. Under a correspondent relationship? A. Yes.

Q. What mechanically do you do in the handling of some-
body’s payroll? A. Well, they will give us a list of their em-
ployees, the pay scale, time records, whatever we would need

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— 101 —

as far as input. We will prepare the payroll checks for everyone
or entries to use to credit someone’s account, withhold the
proper tax information, keep all the records where at the end
of the year we would file the employee’s end of the year with-
holding from those records. It’s the same thing as a payroll
department would do in any company or bank.

Q. You serve as an internal payroll department for another
bank? A. In effect that’s what it amounts to.

Q. Do you ever furnish payroll preparation to customers of
other banks? A. We have on occasion.

Q. When requested to do so by the bank? A. Yes, sir.

[94] Q. Would you say this pretty weil covers the major cor-
respondent services? A. I think we have touched on them all.

Q. You talked about financing services for the bank itself,
what did you mean by that, sir? A. Well, several things are
involved here. You mentioned Federal funds, this is one
form of financing for your small bank. We maintain a market
in Federal funds. We purchase funds in a case where a bank
has excess funds over and above their reserve requirement,
we might purchase these on an overnight basis. Where a
bank may need funds, they are in a short position with re-
gard to their reserves, we would sell them overnight funds.

Q. All right. I believe Mr. Padgett described that pretty
clearly. I assume there is a basic uniformity in check clear-
ing functions as sold as a correspondent service among all
major banks in Atlanta; would I be right? A. I didn’t hear his
testimony. I would think there is a uniformity.

Q. Could you briefly describe what check clearing involves?
A. Well, first let’s take a small bank in middle Georgia sonie-
where, deposits from all of its customers may be drawn on his
bank, competitor across the street, our bank, a New York bank,
anywhere in the country. He would bundle [95] this up into
a deposit and send them to us. We would credit his account

— 102 —

and undertake to present those checks for payment to the Fed-
eral Reserve Bank in various places.

Q. You talked about the loan participation, could you
briefly describe what that is? A. Well, this would be one
bank purchasing an interest in a loan originated by another
bank.

Q. And you said you involved yourself in terms of corre-
spondent services with. both the purchase and the sale of loan
participation; is that correct? A. Yes.

Q. Could you first describe what is involved or under what
circumstances you would normally purchase a loan? A. I
think the most common circumstance would be where a small
bank is entering into a loan arrangement with one of its cus-
tomers and the loan is over and above his legal limits to any
one customer. The bank can only lend a certain percentage
of their capital structure to any one customer. We may be
asked to take everything in excess of his legal limits.

Q. Do you often do that? A. Yes.

Q. Is this generally done with regard to banks that main-
tain a correspondent account with you? A. Yes.

Q. You rarely—would you ever do it with a bank [96]
that does not? A. Possibly, but I would have to say rarely.

Q. Now, you say you are familiar with the selling of the
correspondent services, How, to your knowledge, then does
the purchase by you or your bank of a loan participat‘on from
a smaller bank that can’t meet the loan, how does this benefit
that small bank? What are the burdens that the small bank
has to assume? V/hat are the ones you assume? A: How do
the fact that we participate in the loan, how does it benefit
him?

Q. Let me withdraw that. It’s pretty long. Would the bank
in the absence of a participating purchaser such as your own
bank, be able to make the loan at all? A. Well, you can't

— 103 —

legally handle the loan for the amount requested if it’s more
than his legal limit. The law specifies what he can lend to
any one customer.

Q. This increases his lending capacity? A. In effect, yes.

Q. Now, if a small bank does—I’m sorry—when a small
bank does sell you a loan participation, who handles the
servicing of that loan account? A. Normally the small bank.

Q. Do you ever deal directly with the customer involved?
A. On occasion we have.

Q. Generally, [97] A. In some cases our bank, for in-
stance, might originate the loan and sell back a participation
up to his legal limits, that’s done.

Q. When you purchase, it is generally the originating bank
that deals with the customers? A. As I say, generally that’s
true. In some cases where it’s his customer, we may for one
reason or another, originate the loan at his request and give
him back whatever share he wanted to take in the loan.”

Q. If a bank comes down to you under the normal circum-
stances, and asks you to participate in those cases when you
chose to do so, do you go in these cases and deal with the
customer? A. I’m not sure I understand what you are asking.

Q. Let me rephrase the question. A. Go in and deal with
the customer?

Q. When a small bank originates a loan in which you buy
a participation, do you try to interfere with the bank’s relation-
ship with that customer? A. No.

Q. In other words, you permit the bank to do all its di-
rect dealings to satisfy the customer’s needs with respect to
thaf'loan? A. In some cases we do have some direct dealings
with the customer, for instance a small bank customer and the
small [98] bank wants us involved.

— 104—

Q. If the small bank wants you involved? A. Yes, that
would be the most common case. I mean, we do, on occasion,
deal witn those people under certain circumstances. You are
talking about negotiation of the loan, terms, payment sched-
ules, this sort of thing?

Q. I see what you are getting at. All right, fine. In terms
of the general servicing of the loan, once everything is estab-
lished, the collateral made, the manner of the loan being paid,
would you participate? Does the original bank nonetheless
do the participating with the customer? A. Normally speak-

ing.
Q. Did you ever refuse to purchase a loan participation?
A. Yes.

Q. What are some of the reasons you might refuse? A. If
the loan isn’t any good.

Q. It would be normal? A. That’s one.

Q. What else? A. The rate doesn’t appear to be attrac-
tive, I would say pretty much the same reasons you normally
turn down a loan in your own bank.

Q. I see. What about a situation where the economy is
such, I don’t know if you heard Mr. Padgett discuss the situ-
ation around 1968, I believe there was a tight money [99]
market. Did this lead you to refuse to buy any participation
from your correspondents? A. We would like to think not but
I am sure that probably influenced some of our decisions.

Q. Some of your decisions. You didn’t cut off all of your
correspondents? A. No..

Q. Why, under the circumstances, especially in tight money,
but generally do you buy the participation? A. Excuse me;
restate that question.

Q. What do you gain from buying a participation? A.
Well, this is what we gain, is largely dependent on the state

| — 105 —

of the money market, I would say. In some cases, if we are
looking for places to invest our funds and looking for loans,
the fact that someone presents such a loan and that is an at-
tractive medium for an investment, it’s a good deal in itself,
or if the correspondent bank were to bring you a loan and it’s a
customer you wanted to serve, you'd be serving your corre-
spondent by allowing him to take care of the customer by
buying the loan. I think at least in our bank we look at it
from both angles. The loan for its own sake and what you're
really rendering to your correspondent as a service.

Q. Okay. A. I would say in 1960, for instance, we felt
we were [100] rendering a heck of a lot of service. Maybe
over the past year somebody might have been rendering us a
service by selling us some loans.

Q. Under what circumstances would you sell participation
to a small bank? A. Well, there again, that’s a function of
the money market. We were just tickled to death to sell a
loan participation about three years ago. Looks like you
could make all the loans you wanted to make. We might sell
them for liquidity reasons in our own bank. We might sell
them as, again, an investment medium for the small bank.

Q. Would you explain that? A. Let’s say a small bank
has various low loan portfolios looking to build loans. He
might request we sell him a participation in loans we have on
the books, too, as an investment on his part. ~~

ma

Q. And upon such a request, have you ever done so? A.
Yes, we have.

Q. Have these ever been or are these generally in regard to
loans that you weren’t looking to sell off? A. There again, I
would have to say it depends on the market, a very tight
money period we might aggressively try to sell off loans. In
another money market we might have that as a service.

Sinai ties

— 106 —

Q. So, a sale under those circumstances might be as an
[101] accommodation to a small bank? A. That's rght.

Q. Now, when an officer of a small correspondent bank of
yours wants to make a loan in excess of his own lending limits
and he knows that he will have to sell your bank a participation
before he can commit himself for the loan, how does he know
whether to commit himself at all? A. Say, if he—I'd better
get you again.

Q. Let me restate it this way. Let’s say I’m president of
a small bank and have a correspondent relationship with you.
A man comes in—I'd like you to think of specific instances
where this is true, not as a hypothetical—a man comes in,
wants to borrow “X” dollars from me. I can lend him only
forty percent of that. I call your bank to ask that you partici-
pate as you have in the past with other loans. I want to com-
mit myself to this man as quickly as I can. How do I know
whether I can? How do I know he won’t walk out the door?

Mr. Deyie: I'm going to object to that question as to what’s
in Mr. Farr’s mind as to what's in somebody else’s mind as a
hypothetical.

Q. (By Mr. Stern) I will withdraw the question.

How does a man, a small bank president, find out whether
he can commit himself on a loan beyond his lending limits?
[102] A. He picks up the — and calls one of our people
and asks him.

Q. Asks him what? A. He might say, I have so and so
here that needs to borrow “X” dollars on this basis. Would
you be interested? If one of our lenuing officers feels he
has sufficient information to make a decision, he might say,
“Yes, go ahead. We will go with you on that basis.”

Q. Is this sometimes done over the phone? A. This is
sometimes done, there are various ways of handling it. This
might be one. —

i oe

4

me SOF sine

Q. If the situation is sound enough, is it possible then for
the bank president of the small bank to get over-the-phone ap-
proval? A. That’s done in some cases.

Q. Okay. And data processing, could you just quickly list
some of the fieids in which you perform this service with re-
gard to what banking functions? A. In other words, what
would be, included under our data processing services in gen-
eral?

Q. Right. A. Demand deposit accounting, savings account-
ing, installment loan accounting, certificates of deposit, payroll.

Q. Okay. Do you do accrual accounting? A. I'm not
sure I know what you mean, accrual. If [103] you're talking
about incoming expense.

Q. That sort of thing or investment accrual. A. Not at the
present time.

Q. What is demand deposit accounting? A. This is, I guess,
what you would say, the maintenance of thé bookkeeping de-
partment for customer banking.

Q. What is involved? A. Posting of checks and deposits to
each individual customer.

Q. How about savings accounts? A. The same thing except
for savings customers.

Q. What about installment loan, what do you do on those?
A. This would—-the record keeping on installment ioans, prep-
aration of coupon booklets for the borrower, recording his pay-
ments as they are mailed in. If he doesn’t mail them in, it’s
generated as a past-due journal, simply the bookkeeping end
of the installment loan lending.

Q. You do these things with regard to customers of corre-
spondent banks as well as your own? In other words, on an
installment loan are you talking about doing the data process-
ing with regard to installment loans of correspondent bank

— 108 —

customers? [104] (Page number 104, inadvertently omitted in
typing.)

[105] A. Well, that’s right, we are doing the service for the
correspondent bank. We are keeping his records for him.

Q. Okay. A. In other words, we don’t deal with the corre-
spondent’s customer in any way.

Q. Right. You are doing the service for the bank in regards
to his customer. A. Right.
Q. Okay. Do you do anything at all with regard to help-

ing to finance the expansion, physical expansion of a small
bank? A. Yes, we have.

Q. What types of things have you-done? A. Well, when
you say physical expansion, I think about brick and mortar.
We have financed buildings, equipment and so forth for banks.

Q. Do you ever purchase capital notes and debentures? A.
We have done so on several occasions, yes.

Q. All right. With specific reference to a small correspondent
bank that wants to use capital notes or debentures for its own
financing, do you purchase their notes and debentures? A. Yes.

[106] Q. Okay. What is involved in investment services? A.
Well, primarily, the purchase and sale of securities which would
be securities in the bank’s own account, anything it would own
for itself, Treasury bills, municipal bonds, federal fund trans-
actions, commercial paper, repos, just the—most any money-
market instrument.

Q. All right. Very briefly, what are federal funds? A. Well,
it is a—I would define them as excess reserves of banks pur-
chased by other banks, and vice versa. Each bank has a reserve
requirement that it must maintain under either federal or state
regulations, and when it has more excess cash than it needs,
it would sell this and get paid a fee or an interest rate to a
bank that may be in a short position.

— 109 —

Q. I see. A. And vice versa.

Q. Okay. What do you do with respect to the administration
of pension and profit-sharing plans in terms of correspondent
services? A. Our trust department is in the business of admin-
istration of pensions, as well as profit-sharing plans, and we
have correspondent banks among our [107] customers.

Q. I see. What do you do for the correspondent banks with
regard to pension and profit-sharing plans? A. Well, it is pri-
marily an investment-type function, whereby they maybe have
a plan that they have approved, and we happen to be the invest-
ment medium for them, invest those funds, hopefully, in some
securities that would appreciate in vaiue and administer the
portfolio for them. We have some standard funds, too, an in-
dividual or a correspondent bank or company might want to
use just like a mutual fund of investments.

Q. A mutual fund? A. Well, not—that’s a bad word. We
are not in the mutual funds business, but let’s say we call it our
common trust fund. Let’s say each individual trust account
doesn’t have a separate set of securities.

Q. Like any internal trust department operation? A. That’s
right. '

Q. Now, have you been talking with regard to the pension
and profit-sharing plan of a bank for its own employees? A.
Are you saying, does our trust department have a pension and
profit-sharing plan for a bank, for its employees?

Q. No, you have said you have done these things [108] as
a correspondent service in terms of pension and profit-sharing
plans when you administer pension and profit-sharing plans.
Are you talking about the plan of another bank? A. Yes, I
thought that is what we were talking about.

Q. Okay, fine, I just wanted to make that clear. A. Oh.

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— 110—

Q. Do you ever administer the pension or profit-sharing plan
of the customer of another bank, say a corporate customer? A.
Yes, we have.

Q. On request? A. I don’t know how it would arise. We
would do it, we would do it on request, yes, sir.

Q. Okay. All right. Now, when you administer the pen-
sion and profit-sharing plan of a small correspondent bank
itself, do you determine how much their employees will get in
terms of rate of return or are such things determined by the
bank setting up the plan? A. You mean what their contribu-
tion. would be and this sort of thing?

Q. Among other things, yes. A. Ne.

Q. Are the terms of contribution in terms of [109] return
determined by that bank or by you? A. I think that is generally
done by the customer, the bank.

Q. Okay. Now, do you ever give any assistance to a small

correspondent bank that needs to fill some personnel positions?
A. Yes.

Q. Could you describe how this comes up and what you do?
A. Well, we deal with, as I mentioned, several hundred banks,
and we come into contact with a lot of bankers and we know
a lot of them that are looking for jobs, and we know a lot of
them that have needs for people. So, I would like to think of
ourselves as being a clearing house for personnel in some re-
spects. In other words, we might know Bank A needs a good
president, and Bank B in another area, the president might be
a little unhappy with his situation and looking for an advance-
ment or change in location. So, we might put the two together.

Q. 1 see And you have done so? A. Yes.
Q. Have you done anything other than help to refer people
back and forti. to permanent positions? Have you ever assisted a

correspondent tank that had a [110] temporary vacancy of
some sort? A. On occasion we have. As far as letting someone

LLL ELIE GI OE LT Rin PS

—lll—

help out down there for a day or two, if they had a death in
the family or we have on, let’s say, rare occasions, that would
be an exception more than a rule.

Q. Okay. You mentioned the phrase “management assist-
ance”. Could you tell us what that means? A. Well, this would
be sort of a hodge-podge category, as far as I am concerned.
We run across all sorts of problems that are presented to us
really every day, and when a correspondent bank might call _
ahd say, “Well, I have got an organization problem; I don’t
khow what to do to solve it”, we might send one or two folks
down there to spend the day to really look at his whole bank,
see what is doing and draw him up a little report, and make
some recommendations to him. which he may or may not fol-
low.

Q. You mean the bank’s whole organization, if they requested
it that way? A. Yes, it is nothing on a formal basis, but we
just sort of do it as requested.

Q. Okay. A. That is also done, I guess, in the operational
field, if someone has a teller procedure that seems to be a little
cumbersome, we might come down and say we [111] know of
so-and-so over in Town A that is doing this way; it has been
quite successful, or another branch another way. You might
want to consider that. It is very informal.

Q. I see. Would you ever have occasion to scrutinize, let's
say, a salary plan that they have and give suggestions on that?
A. We may. I can’t think of an instance where we have.

Q. All right. If requested to do so, would you give A.

We give opinions on anything.

Q. With regard to loan policy, do you ever examine or scru-
tinize the loan policy of your small correspondent banks? A.
Again, on request, I can think of one or two instances where
people have asked us about various types of loans, and maybe
they were considering going into, that they didn’t handle before

: =i

j and needed some assistance on, what is involved in handling
q a particular type of credit.

1 Q. I see. And did you give advice on that? A. Yes.

Q. All right. Is operational assistance substantially different
from managerial assistance? [112] A. Well, I think they over-
lap. As I mentioned, sometimes a bank will have operating
prob'ems of some sort, machinery problems. They will call on
us to make a little survey and we will draw upon our expertise
and >xperience with small banks or our own bank, competitor
banks, and make a recommendation to them.

ih aoe eee

Q. All right. Now, how would managerial assistance be
different from this, even though- ——_ A. Well, I think the occa-
sion we have used this would get off into really organization
of personnel. Someone may ask the question, as you suggested
on salary administration.

Q. I see. Higher-level problems. A. We had a question one
time of a request to do a little study on a bank’s board of di-
rectors. People thought it was a little too old, and what ideas
we had on speeding up the retirement of elderly directors. I
mean you can get all questions; you will think you have got
them all, and I betcha’ we have already had a new one today.

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Q. Are there services that you would not normally call corre-
‘spondent services in the normal, everyday use of the term, which
you tend, nonetheless, to provide with frequency to correspond-
ent customers on request? A. No. Just about anything we do
that seems to [113] please our customer, we want to put that in

the correspondent services. I don’t really know what you're
getting at there.

Q. Okay, fine. A. Maybe if you can give me a for instance.

Q. All right. Let’s suppose that a small bank president calls
you up and says that he has got a very fine customer of consider-
able means, with whom he has enjoyed a long relationship as
customer and bank. But, the customer would now like to have

ERASE RS LORS ATR A BET R, U eg TY gL

— 113 —

some trust services performed, and he can’t handle it; he doesn’t
have a trust department. Would you handle that? A. We would
probably be glad to get a referral like that.

Q. Okay. Is it common for you to do so? A. We have done
that on a number of occasions.

Q. All right. A. You are talking about where a bank doesn’t
have trust powers, doesn’t choose to exercise trust powers?

Q. Uh-huh. A. Yes, we have done that.

Q. Do you, then, respect the existing bank’s customer rela-
tionship or do you try to get all of his other business away or
what? [114] A. No, we have a philosophy of respecting our
correspondent’s territory, so to speak. We don’t make it a prac-
tice of soliciting behind his back. If he opens his door to us
and refers us a piece of trust business, no, we wouldn't do that.

Q. All right. Now, generally, how are these correspondents’
services financed? A. Balances; they maintain an account with
them. Some of them are done on a fee basis. Let’s say fees
and checking-account balances.

Q. Okay. Do you ever provide any correspondent services
that you don’t charge for? A. Well, if you are saying don’t col-
lect a fee for, yes. In other words, we feel that we are paid in
other ways. .

Q. All right. Do small banks ever maintain correspondent
accounts with more than one bank? A. Yes.

Q. Is it possible that a small bank in the Atlanta—let me
rephrase that. Do any national banks in the Atlanta area main-
tain accounts with you, and at least one other bank in the
Atlanta area? A, Yes. ‘

Q. How do you know what large banks a small bank has
accounts with? [115] A. Sometimes they will tell you. A lot
of times, well, I think it is reasonably accurate to look in the

— 114—

Southern Banker. Most small banks there list all their primary
correspondents.

Q. This is public information as a rule? A. I consider it
such.

Q. Okay. Regarding this solicitation and sale of corre-
spondent services to small banks in the Atlanta area, what other
banks would you say are your major competition for the sale
of those sefVices? A. In the Atlanta area?

Q. Yes. A. Well, I would just—let’s say C&S, Trust Com-
pany, Fulton National and National Bank of Georgia.

Q. Do you call this your basic grouping? A. This is it.
These are the banks that purport to be in the correspondent
banking business.

Q. And you regard yourself as the competitor of each of
these banks? A. We hope so.

Q. What effect does this competition have on any national
bank in the Atlanta area that wants to switch from one bank ~
to another for correspondent services? A. What effect? I am
not sure I understand what you are getting at there. .

[116] Q. Is it easy fur a small bank in the Atlanta area to
switch primary correspondent sources? A. Yes, I think so.

Q. Okay. Do you provide correspondent services to any
banks with which you are in direct competition? A. Yes.

‘

Q. Does this competitive situation have any cooling effect
on your correspondent relationship? Does it inhibit you or are
you perfectly willing to provide a general range of services -
for such a bank? A. Well, we are willing to provide, from our:
standpoint, I think, when you get into a market area where
you both have locations, if that is what you are saying, we will
have an understanding with the bank that we are not going to
section off an area for him to be protected in by any means.

Q. Okay. A. No, we don’t do that.

4
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We

—115—

Q. Delighted to hear it. A. We will go after him. We will
try to do business with him at the same time. If we are not suc-
cessful, that is our general attitude.

Q. To your personal knowledge, do you know whether of-
ficers of smaller banks in any significant number used to work
for larger banks? [117] A. Excuse me, officers of smaller banks
now that used to work for larger banks? Yes.

Q. All rignt. Are there some in the Atlanta area? A. You
mean are there some

Q. Small bank A. Some bank officials in a sinall bank
that used to be with a large Atlanta bank?

Q. Right. A. Yeah.

Q. Do you know whether personnel from your bank have
ever been hired away by smaller banks? A. Yeah.

Q. Did these people hold responsible supervisory positions?
A. In our bank?

Q. Yes. A. Yes.

Q. All right. Now, how do you go about establishing a cor-
respondent relationship with a small bank? A. Well, you go
out there and just figure out any way you can do it, figure out
something you can do for them, cultivate him. It is, I guess,
much the same as soliciting any sort of business relationship.
[218] You have a product to sell, you have to go out and prove
in his mind that you can do it better than anyone else.

[119] Q. Okay. Do you ever solicit the business of a small
bank and get only one or two services perhaps when it still
retains another bank for the other services? A. Yes, sir.

Q. And then do you try to cross-sell them “@ditional services
beyond that point? A. Yes, we like to have it all if we could.

Q. Have you ever assisted in the organization of a new bank?
A. Yes.

ae was PRE EI a IE SR a

— 116—

Q. Would you have a rough idea as to how many times over
the past, let’s say, year your bank has helped? A. I would say
in the past year I can think of two occasions.

Q. When that happens, who runs the new bank? Do you run
it, does your bank run it? A. No. Who runs it?

Q. Yes. A. The people who organize it and the president,
whoever it is that they are.

Q. What, spécifically, do you do to assist in the organization
of a new bank? A. I'd have to say we do pretty much what
Mr. Padgett testified this morning. We’ll start off, offer any as-
sistance in the preparation of applications based on what we
have [126] iearned from previous experience, branch appli-
cations and the like. We may help in offering suggestions on
the location. Pretty much anything we are asked to do, financ-
ing for stockholders, directors, who want to buy stock and
don’t have the full amount of the purchase price. We do a lot
of financing, possibly financing of the bank’s building.

Q. Okay. Why do you go to all this trouble to help a bank
that is going to be independent? A. To get his account.

Q. What account? A. The correspondent account. It’s going
to keep you, pay for that.

Q. When one of your correspondent banks, existing banks
want to open a branch office, do you ever assist in preparing a
branch application? A. Yes.

Q. Do you ever assist in the construction of buildings for a
branch? A. Yes.

Q. Do you ever loan out a trailer unit for the trailer unit to
be used for a while? A. We have on one occasion.

Q. Do these small banks, correspondent banks that are in-
volved in existing relationships with you ever send you any kind
of continuing report, periodic reports on the performance?
[121] A. We get whatever everybody else does.

* ESE OTL PNG D i i

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¢

Q. What is that? A. Usually a statement of condition which
is published quarterly and semi-annually.

Q. Do they account to you in any way? Do they have to
meet your approval in any other regard? A. No, this is pretty
much a courtesy thing. I think most banks exchange reports,
its public information. You can pick it up in a bank lobby. I
think most banks have a habit of sending what is published to
correspondents.

Q. Do you require anything above that to be sent to you to
account to you? A. No.

Q. Do you ever do audits, perform audits of correspondent
banks? A. Yes.

Q. On what occasions? A. At the moment, upon request.

Q. What type of things would you audit, what part of the
operations? A. This audit service we provide is much the same
as FDIC or State Banking Department would provide. It’s a
supplement to that.

Q. A supplement to it? A. I think so.

[122] Q. It’s generally on the request of the small bank? A.
Yes, we have a department that handles this for us.

Q. Okay. Do you ever provide the smaller banks with advice?
A. When asked.

Q. On any particular thing, or on just about anything? A.
Just about anything.

Q. Okay. Can you think of some instances other than what
we have discussed where, you know, maybe with regard to the
services we have discussed, where they have called in and asked
your specific advice? A. You mean on the full range of cor-
respondent services or just by an NCR Burroughs Teller Ma-
chine?

Q. Yes. A. Yes, we are asked this quite often.

— 118 —

Q. Do you give advice on a continuing program or generally
when requested or when something comes up? A. Generally
when it comes up, with the exception of one thing that we
offer in the investment department, which is a continuing pro-
cedure that we sell, the investment advisory service, we report
on a periodic basis where he stands with a bond portfolio, make
recommendations for purchases and sales. There again he is
under no obligation to take the advice. That’s part of a service
we sell.

Q. You say there again, am I correct, he is never under
[123] an obligation to take your advice? A. No, you're correct
in assuming he has no obligation.

Q. Okay. One moment. That’s all the questions on direct we
have.

Cross-Examination
By Mr. Hodgson

Q. Mr. Farr, don’t be surprised if you hear the same ques-
tions that you may have heard m« asking Dave Padgett. A.
Okay.

Q. Because that’s what I’m going to ask you. With respect
to your correspondent division, do you routinely and syste-
matically receive from your correspondents any forms or re-
ports with respect to management performance, credit past due,
or any other performance information? A. No, with the pos-
sible exception if we are participating in a loan. You are talking
about just management?

Q. Right, but go ahead and expound. A. If we are par-
ticipating in a loan, say, secured by accounts receivable or some-
thing, we would get reports on the status of the collateral, things
like this.

Q. Of course. Do you furnish to any of your correspondents
any regular analyses or statistical compilations comparing de-

1 —119—

posit performance, earnings and expense ratios, recommenda-
tions for improvement of their operations? A, No, I don’t think
so.

[124] Q. Do you distribute routinely to your correspondents
any of your own operating credit guides, the same that you
afford to your branches? A. No.

Soot pst ASL ee A RR packs

Q. Do you ever have advisors sitting to advise what their
Board of Directors as a routine matter? A. Not as a routine
matter, no.

Q. Do you offer blanket insurance coverage to any groups
of your correspondents affording them, fidelity insurance, safe
deposit, extended coverage liability and the like? A. No, sir.

Q. Do you offer to their officers or employees or any of
them participation in your own pension and profit sharing and
other incentive plans? A. No, we don't.

Q. Do you ever regularly recommend—do you ever recom-
: mend salary and wage changes in accordance with service and
: performance records of their officers and employees? A. The
question is, do we ever? |

Q. Yes, sir. A. If we have, I’m not aware of an instance.

Q. Do you routinely provide a pool of personnel to meet
absences in peak periods, illnesses, vacations and other person-
nel needs? A. No.

t

[125] Q. Do you voluntarily furnish their new presidents or
other managing officers? A. Well, if we can find someone.

{ Q. From your own staff, I mean. A. From our own staff,
no, we don't.

Q. Do you provide periodic surprise continuing internal *
audits of these banks, any of them? A. Yes, we do, within the
framework of our audit service we provide with correspondent

4 banks.

=~ 190 st

Q. This may be a surprise audit correspondent thing? A.
In all cases, it is. It would be saying that they would agree to
be with us and, of course, by nature of audit, it has to be a
surprise.

Q. How many of your correspondents have the service? A.
Right now, off the top of my head, very few, like four, five,
something fairly new for us.

Q. Do you receive from your correspondents regularly any
sort of budgets or performance projections for your own an-
alyses and comment? A. Performance of budgets at their own

banks, no.

Q. Projections? A. No.

Q. Do you ever review their performance against any such
projections? A. Well, no.

[126] Q. Do you provide any standardized general ledger
accounting system for your correspondents? A. No.

Q. Do you routinely provide them with advice on the multi-
tude of changes in the law, say, under the wage price freeze
truth in lending? A. Now, back up to that last question.

Q. All right, sir. Do you provide a standardized general
ledger accounting system for your correspondents? A. No,
_ the only possible exception under this, under one of our invest-
ment programs we do, say, attritions on bond discounts which
may be a small portion of it.

Q. That would be it? A. That is under the investment port-
‘folio. We do some investment accounting which involves
general ledger entries, they would put on their general ledgers.

Q. This would reiate only to performance of their invest-
ment? [127] A. That’s right.

Q. Do you provide continually and regularly advice on sub-
stantial changes in the laws, such as in the wage-price guide-

a

Barents erate Canoe Teh un ar

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— 121—

lines and freeze, truth-in-lending and the like? A. We have
no regular program, but we have advised on occasion.

Q. On request? A. Yes. I was thinking particularly with
Phase I and Phase II. We were inundated with requests on
that.

Q. You didn’t try to answer them, did you? A. Well, we
just kind of blew a little smoke up there and told them we would
read it. But, no, we were called upon for services when this
came out, and I guess, due to our—as I say, we had done some
research on it; I don’t know whether it was the right research,
but we had done our best. .

Q. Do you routinely prepare income-tax returns for your
correspondents? A. No.

Q. Do you allow any of them to use your logogram or to
otherwise identify with you generally as being anything other
than a mere correspondent bank? A. Well, there’s quite a few
First National Banks, but as far as our logo and design of our
print and so [128] forth, no, whatever we would have trade-
marked we do not allow to be used.

Q. Did you allow anything to be used by the little banks in
Doraville and DeKalb which subsequently merged into your
bank? A. Yes, but I didn’t consider that a normal correspond-
ent. That was not serviced under our department.

Q. That was serviced by another department? A. Yes.

Q. How was it different? A. How was what different?

Q. How was the relationship as between those two- banks
and your correspondent banks? A. Well, as I say, I was not
privy to all the negotiations on that. That was handled in a
different area, but I think, obviously, that bank merged with
us, as long as the law enabled it to do so, I think the organizers
of that bank probably had good intent to merge with the First
National Bank of Atlanta.

— 122 —

Q. At the time they organized? A. Yes, they had one of
our people out there managing the bank as president, one of
our former officers, who is now back with us, a branch man-
ager. That was not what I would call the normal correspond-
ent.

[129] Q. Fine. Do you routinely or do you ever have staffs of
your correspondents, as distinguished from these last two banks,
Doraville and South DeKalb, have them attend any of your
training programs and schools, say for officer training, credit
law and that sort of thing? A. Excuse me, you are saying any
of our correspondents that might

Q. Staffs from your correspondent banks themselves at-
tending your training programs. A. We have had people in
on occasion, but as a continuing practice, no.

Q. Do any of your correspondents have a significant num-
ber of their shareholders who are officers, directors or employ-
ees of the First National Bank of Atlanta, that you know of?
A. How about asking you to go over that one more time.

Q. All right, sir. Because this asks you to know more than
you may know, so far as you may know. A. Are you saying
any officer or employees of any one of our correspondents?

Q. No, sir, let me rephrase the question, because I don’t
want to confuse you. A. I misunderstood you.

[130] Q. Do you know of any shareholder list of your corre-
spondents which include significant—a significant percentage
of their shareholders of the correspondent banks, of men and
women who are officers, directors or employees of the First
National Bank of Atlanta? A. No. Well, there is one cir-
cumstance that I can think of. We have a bank that is, let’s
see, I call it an affiliate-type operation in Savannah, but

Q. Beyond that? A. We do, let’s say, bring this up, because

we do wait on this bank through our correspondent banking

department. In other words, when they have a need for a.
. eo ee

— 123 —

currency shipment or credit information or what-have-you,
they will call our department and we will ship it. Although
it is not the normal correspondent bank relationship.

Q. Have you ever tried to sell your correspondent services
to any C&S office or affiliate? A. Not to my knowledge. —

C Or to any of the six little banks that are involved in
this litigation, say the Citizens & Southern Bank of Chamblee,
et cetera? A. No, sir.

Q. Why not? A. Well, we didn’t think they were good
prospects.

[131] Mr. Hodgson: We have no further questions, Your Honor.
The Court: Redirect?

Mr. Kinkaid: Your Honor, would you mind if we took a
short break before redirect? We have a little problem that
has come up and I would like to solve it to keep it from being
a big problem.

The Court: We will take a recess for on, Sennen
Mr. Kinkaid: Thank you, Your Honor.
(Whereupon a recess was had.)

By Mr. Stern

Q. Mr. Farr, when Mr. Hodgson was asking you some
questions, he went through a list of items and asked whether
you regularly and routinely provide various things to corre-
spondents. Are there any of these things, such as sending
somebody out to advise the board of directors or making
salary rec'**mmendations, reviewing personnel plans or any-
thing else that Mr. Hodgson mentioned that you don’t provide
routinely, but will provide on request? A. Well, I don’t know
if you want to take specific ones. It might be a little easier
for me to answer it. ‘Ju mentioned—what was the first one?

iat PA ees

[132] Q. All right. Sending somebody out to advise their
board of directors on something. A. Well, I can think of one
occasion or maybe twice, ‘and it’s about that many times, one
of our people has been invited to attend a board meeting of
a bank to make whatever comments he saw fit.

Q. You mean in general terms? A. Yeah.

Q. Without there being a specific problem necessarily? A.
Yes, sir, I can think of one occasion, one of the correspondents
invited our man to come down and sort of critique their board
meeting, and he was invited to make some remarks on how
‘he thought they might do a better job.

Q. As a board? A. Well, they were speaking of the bank,
in that case. That is one of the instances I can think of.

Q. Can you think of any others, offhand? A. I can re-
member another instance where another bank invited us to
a board meeting, but I don’t remember whether we were
asked to comment or otherwise.

Q. Are you willing to do so, if requested? A. Yes, as I
say, we are willing to do most anything that is legal, moral
and can get us some [133] business.

Q. All right, sir. Take another specific. How about mak-
ing recommendations to a small bank’s board as to what it
ought to pay its officers or employees? A. I can’t think of any
instances where we have made recommendations of this sort.
I may have hesitated here. I think when, you know, upon
occasion, if somebody is looking for someone to hire, like a
new president, a new cashier, a new loan man, they might say
what do you think it will take to hire a good one like that?
We might say, you are going to need to pay him X number of
dollars, based on what we have seen. That’s the only sem-
blance of salary recommendations that I can ever remember
any of our people making.

2 on ne ee ee nee Meee eT

— 125 —

Q. Would you, on request, or have you, on request, ever
reviewed the performance of a bank or its officials? [134] A.
Again, I cau think of an instance where we were asked to make
a general study on a bank where we were asked to critique
their performance, private-wise, not individual officers in the
bank, just how this particular bank racked up with their com-
petitors as we saw it.

Q. In terms of all the accounting and record keeping and
other things that you have already said you do for a small
correspondent, if you were asked to make out a tax return
for a small bank, might you do so? A. I don’t know that we
have ever been asked. If we were, I would assume if we had
the capability to do that and legally so, we would do it.

Q. Mr. Hodgson was questioning you with regard to First
National Bank of Doraville, I believe? A. Yes.

Q. And First National Bank of South DeKalb? A. Yes.

Q. You said something to the effect, as I recall it, that these
really weren’t the normal correspondent relationships; is that
correct? A. That’s right.

Q. In what way were they different? A. Well, there again,
in my opinion these things were organized with the, really, the
hopes that we could become affiliated as a branch in one point
of time, as it turned out, [135] we were. I can’t really speak
a whole lot of authority there as I was not in the position at
the bank that handled that.

Q. Are there any other banks in the DeKalb-Fulton County
area that were organized the same way which at any time
enjoyed that kind of relationship? A. Not that I can think of.

Q. Any other banks
about that we were party to?

A. Excuse me, you're talking

Q. Let me restate it. Are there any other banks in DeKalb
or Fulton County which at any time in the past have had a
relationship with First National Bank of Atlanta which went

— 126—

beyond the normal correspondent relationship such as the
South DeKalb and Doraville banks did? A. I can’t think of
any.

Q. You mentioned the use of the name of the bank. Are
there any banks in the area—you mentioned Fulton and De-
Kalb Counties—that also use the name First National? A. Yes.

Q. What are they? A. First National Bank, I think it’s
called, used to be Glenwood National, became, let’s say, affili-
ated with that, and then unaffiliated. I think they call them-
selves First National Bank of DeKalb County now, I’m not
sure.

Q. Were they ever First National Bank of Glenwood? [136]
A. Yes.

Q. Is that after you were affiliated with them? A. Yes.

Q. They were known by another name before that? A. Yes.

Q. Glenwood National Bank after your affiliation and after
they changed their name to First National Bank of Glenwood,
did you enjoy a relationship of any sort between the two banks?
A. You're saying

Mr. Doyle: There comes a point, if the Court please, to the
leading questions which require an objection. We object to
him leading.

Q. All right, Mr. Doyle. Could you describe to us what-
ever relationship existed between First National Bank of At-
lanta and First National Bank of Glenwood after it became
that bank, by that name? A. I really can’t since this was
handled outside of my territory. We did not handle this Gne
in our own division.

Q. Do you today furnish any services to the First National
Bank of Glenwood or by whatever name it’s now known?
A. Yes, we do.

— 127—

Q. In what capacity do you furnish services? A. As a cor-
respondent bank.

Q. They enjoy the correspondent relationship with you?
[137] A. Yes.

*

Q. To your knowledge, was it ever the intention to merge
First National of Glenwood into First National Bank of At-
lanta? A. Yes, I think it was probably the intent.

Q. All right. A. I'd like to have seen that happen.

Q. Was it not the—do you know whether it was the inten-
tion of the officials at First National Bank of Atlanta that this
be so? A. Yes, I think we formally made petition to do so and
were objected to.

Q. Are there any other banks in DeKalb or Fulton Counties
where this was the case? A. First National Bank of Tucker.

Q. Do you enjoy any kind of relationship today with First
National Bank of Tucker? A. Yes, we do.

Q. How would you describe that relationship? A. Corre-
spondent bank relationship.

Q. Would you classify the correspondent bank relationship,
as you call it, with the First National Bank of Tucker and First
National Bank of Glenwood, whatever name it has now, as
being typical of the correspondent relationship you have with
other banks? A. Well, as far as we would offer them service-
wise, [138] yes. I don’t consider them, well, typical, because
of the market they serve. In other words, a bank in metropoli-
tan Atlanta is going to operate a lot different than a bank in
south Georgia.

Q. Because they're in metropolitan Atlanta, they may differ
from other correspondent relationships? A. Yes.

Q. Is the relationship you enjoy with those two banks in
metropolitan Atlanta similar to correspondent relationships

i tah bo

y

— 161 —

Q. What is proof and transit work? A. It would be work
that would be between say our bank and C&S National in the
processing of our work for us that would be run through our
proof machines and then would come back from them the
following morning, the work that they would do for us.

[196] Q. So who did your proof and transit work for your bank?
A. We handled it, as far as the proof operator on the scene, but
it was sent downtown for proof. Well, not for proof, but for
finalization of the process.

Q. Did your bank ever have any general liability insurance?
A. , Yes.

Q. Did your bank ever have any fire insurance? A. Yes.

Q. Did your bank—was it a participant in a blanket bond?
A. Right.

Q. Who did you contact about paying for each of these
services? A. It handled through the comptroller department;
that would be a blanket or umbrella type coverage.

Q. When you say the comptroller’s department, which comp-
troller’s department are you referring to? A. C&S.

Q. Mr. Parker, can you tell me, in the context of banking,
what is a racehorse sheet? A. That was referred to on a sheet
that would have each branch or each bank listed, and in that
would [197] include the participation of loans that each one
had, as far as for this particular month. Then, the ratio that
they arrived at investments on the deposits that you had avail-
able to how you invested them in loans and return on them,
would have a ratio there as to how each bank was doing.

Q. How many banks were listed on this racehorse sheet? A.
Oh, it could be maybe seventy banks.

Q. And you stated that they were banks and—— A. Branches.

©. Banks and branches. Are banks and branches—first of
all, branches of what bank? A. Of the C&S.

— 162 —

Q. And when you say banks, can you give me an idea of
what banks were covered on that list? A. It would be banks
throughout the state that would be listed, the five-percenters as
well as the affiliates.

Q. Was the Chamblee National Bank on that list? A. Yes.

Q. Was the Citizens National Bank of Sandy Springs on that
list? A..Right.

QO. Was the C&S Bank of Tucker on -_ list? [198] A. Yes.

Q. ‘ieia the Bank of Stone Mountain was on that list? A.
Yes.

-Q. C&S Bank of Stone Mountain. Did you say approxi-
mately how many banks were on that list? A. Oh, around
" seventy. ™

Q.. Seventy. Did you say that this was a statewide listing?
A. Yes.

Q. When you spoke about a ratio, can you tell me what the
ratio was your bank enjoyed at the time you became president?
A. Ratio was around .80.

Q. .80. And what would be—what was generally considered

as an acceptable or an average ratio? A. One Hundred, 1.0
should be the, minimum.

QO. I see. On the average for the period from 1966 to 1970,
can you tell this Court how your bank compared with the other
‘banks on that list? A. Down through the years there it would
be maybe 1.20, 1.40, but the last—in the middle of ’70 it
was 2.58.

Q. Is 2.58 high or unusual? A. act iia ‘Steet a
top five.

Q. Did your bank ever atain the top listing, [199] the top
bank? A. At times.

— 163 —

Q. At times. Would you say generally that your bank was
usually in the top quarter, or bottom quarter, or middle, or haif
or where? A. It would be in the—usually in the first five.

Q. Usually in the first five? A. First five.
Q. Places out of seventy? A. Uh-huh, right.

Q. Were there any other banks located in Fulton or DeKalb
County that also ranked high on this list? A. Yes, Chamblee,
Tucker, they would usually be, one or the other, in first. I re-
membered them because of their position that they would usually

¥ take.

Q. Had you ever had occasion for your bank to consider
opening a branch office? A. Yes.

Q. Your board of directors ever vote on this? A. This was
before the countywide branch banking bill was passed. I no-
ticed that the city limit of Stone Mountain Bank maybe twenty-

five years ago had an addition to the city, and in checking this
: portion that had been annexed, was near Memorial Drive, and
in [200] acquiring a piece of property maybe that would touch
this newly annexed portion could be further annexed to the city,
and then maybe have a branch out on Memorial Drive that
would give us some access to the public. Because we were back
behind the city, and at the foot of the mountain, not in view of
any traffic that would be—maybe a thoroughfare. In finding
this piece of property, it was for sale, and I talked to my board
about purchasing it. And they agreed after a couple of chats
with them to go-ahead and purchase this piece of property. And
that was in—maybe in the latter part of ’68, I think it was.
The property was closed in May of the following year.

SSSR Win

Saintes SR Soars bn ROS

Q. Okay. I think my question was, did your board vote on :
whether to—I think the question was open a branch. Okay, I
will rephrase it. Did your board vote on acquiring property for
a branch? A. Yes.

— 164 —

Q. And what was the result of that vote? A. The property
was acquired. It took a few months because Adair’s was mixed
in with the property, so we worked on it for maybe three or
four months and got it to a point of closing in May of that year.

tbe etl

‘seat Sith a

Q. Did your bank subsequently buy this property? A. The
C&S National bought the-property for [201] us, for it to be
used as a future branch site. :

Q. Can you explain how this happened to come about that
your bank selected a piece of property and C&S National bought ~
it? A. C&S offeted to buy this piece of property and hold it for
us, to keep us from having to use the money from what the
bank there was operating on, which would be separate.

[202] Q. When you say C&S offered, who was*this at C&S.
that you talked to about this? A. Mr. McIntyre. A

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+
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Q. Who is Mr. McIntyre? A. He was in branch supervision.
Q. Do you know his first name? A. John.

Q. John McIntyre. Did you ever attend any meetings that
were held at the C&S National Bank, Mr. Parker? A. Yes.

Q. Can you tell me what type of meetings you attended? A.
It would be Wednesday morning meetings, would be Mr. Lane’s |

meeting and then a credit meeting or credit review meeting ‘
afterwards.

Q. Was this held every Wednesday? A. Yes.
Q. Wasn't this your day off? A. Yes.

Q. Did any of the other correspondent associate Presidents
attend these meetings? A. Yes.

Q. Do you remember seeing Mr. Hazelrig at any time at these
meetings? [203] A. Yes.

Q. Do you remember seeing Mr. Connally? A. Yes.
Q. Or Mr. Hugh Lane? A. Yes.

wee OE Pe: Ng

— 165 —

Q. Or Mr. Fortuna? A. Yes.
Q. Mr. Harris? A. Yes,
Q. Mr. Berry? A. Yes.

Q. Did you attend any other meetings at C&S? A. I would
be subject to attending other meetings, sometimes we would
have a Saturday meeting which would be maybe not regularly,
but called, maybe.

Q. Mr. Parker, do you know of any meetings that were spou-
sored or called by C&S that other correspondent associates were
invited to that you weren't? A. No.

Q. Did you participate in the Goal Post Review Program?
A. Yes.

Q. Can you explain to the Court briefly what the Goal Post
Review Program is? A. This would be a performance maybe
that you would [204] project yourself for the bank in deposits,
loan: volume, wills, just a number of things that you would
project for a quarter at 3 time. This would be for the year. It
would be reviewed quarterly.

Q. These projections that you made, did you write them
down on a piece of paper? A. Yes.

Q. Where did you get this paper from? A. From branch
supervision.

Q. And you said that this was reviewed. Who did you re-
view these projections with? A. Branch supervision.

Q. Did the review program continue not only to your pro-
jections, but an analysis of your projections? A. Yes.

Q. And were these reviews held with the same people? A.
Right,

Q. Did you ever have any persons on your Board of Directors
that.were also officers at C&S National or one of the affiliate
banks? A. Yes.

— 166 —

Q. Were any of these persons full Directors in the sense that
they had voting powers? A. They were at one time.

[205] QO. Do you know approximately when the time was that
there ceased being full voting members on your Board of Direc-
tors, those who were also C&S officers? A. I don’t remember
exactly what time, but maybe in 68.

Q. After that period of time, then, did you subsequently
have any C&S officers on your Board of Directors in any
capacity? A. In the advisory capacity.

Q. Did they have to be elected by your Board of Directors in
this capacity? A. It would be appointed, maybe.

Q. Did you ever have any other C&S personnel, excluding
these other people, who were advisory Directors attend any of
your Board meetings on occasions? A. Yes.

Q. What would they be coming for, for example? A. It
would be maybe for any information that they could impart
that would help in the operation of the bank.

Q. What did you consider was the function of the advisors
on your Board of Directors? A. It would be a person that I
could talk with that would help in the day-by-day operations
of the bank in the system that we were using. -

[206] Q. What kind of help were you looking for? A. It would
be supervisory, any help that they could impart.

Q. Did you, you and your Board want these advisors on your
Board? A. It wasn’t any sign there about wanting them or re-
jecting them.

Q. Are you implying that you did not want them there? A.
There never was any discussion had on it.

Q. Did any of the advisory Directors or persons who were
full Directors that were also C&S officers at the time, did they
ever make any suggestions or advice at these Board meetings?
A. Yes.

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— 167 —

Q. Did your Board adopt any of these suggestions or advice?
A. They did.

Q. Could you estimate as to whether they accepted or how
much advice that your Board accepted? A. From a standpoint
o' the number of things that they accepted or

Q. Correct. A. I can think of maybe the profit sharing, the
pension plan.

[207] Q. Without detailing the types of things that advice was
gven on, just considering the advice and suggestions that they
made at the meetings, could you give us an idea of what the
percentage of times that their advice was accepted?

Mr. Hodgson: I object to the form of his question because
the answer could only lead to conjecture because you have got to
know the sort of things, exact things. Now if Mr. Frisbie wants
to ask him what was rejected and what was accepted, that is an
acceptable question. Otherwise, I object.

Mr. Frisbie: I don’t believe that’s the case. He testified they

gave regular advice and suggestions to the Board meetings. We
are not concerned at this point about the specifics of the thing.

The Court: I will overrule the objection. A. I would think
that up to a point, more things were accepted than at a time
When more things were looked at and not really acceptable.

The Court: Was that time a geographical time, or what? A.
It would be that, I think that.

The Court: Chronological or just what kind of a division?

[208] A. It would be, the years that I was there, would be maybe
the first three or four years, more things were’ accepted than
they were later.

Q. And why were—do you have any idea why at this later
Period of time more things were not accepted? A. Not no
explanation as to why they would not accept certain things.

— 168 —

The Court: Who is they?
A. The Board of

The Court: Are you part of the Board? Are you a part of one
who is doing the accepting cr not accepting? A. Yes.

The Court: You don’t know why?

A. Like this, Your Honor, the statement would be in pre-
senting to them quarterly dividends rather than annual, would
be the fact that we don’t want to pay quarterly, we want it
all in one lump sum, and the Board would vote to continue on
the annual dividend basis. That would be the action that
would be taken on that particular issue.

[209] The Court: But you have no explanation for the change
in attitude?

A. Not really.
By Mr. Frisbie

Q. Mr. Parker, did your bank lease any equipment from
C&S? A. Yes.

Q. What types of equipment did it lease from C&S? A. I
know one particular piece was the proof machine.

Q. Did your bank utilize the central purchasing facilities of
C&S? A. Yes.

Q. Did your bank utilize any of the C&S mangament train-
ing? A. Yes.

Q. In what regards? A. It would be programs that they would
offer for management.

-Q. Would these be held at—where would these be held?
A. They would be held at CSTA mostly.

Q. At Camp CSTA? A. Yes.

[210] Q. Did your bank ever receive any audits by C&S? A.
Yes.

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— 169 —

Q. What kind of audits were these? A. It would be a full
audit, credit-review audit that would be maybe held quarterly;
different portions of the bank would be audited at different times,
and in the course of a year it would be considered a full audit.

Q. Did you ever have any surprise audits on areas that you
were not anticipating audits? A. It would always be surprise.

Q. Did your bank, the C&S Bank of Stone Mountain, ever
send any information on its loans to C&S? A. Yes.

Q. How often was this done? A. Monthly, a debtors list.
Q. You sent a debtors list to C&S? A. Yes.

Q. Did you send any other loan information to C&S? A. If
there was a loan, that would be maybe large enough that the
bank would not want to maybe—or could not handle it, it could
be reviewed at the credit review meeting and maybe participation
of other [211] banks with you on it.

Q. So this would be a loan that your bank could not handle
by itself? A. Yes.

Q. Okay. Was there any other information on your loans
that were sent to C&S? A. Could be a list that we would maybe
get the credit department at C&S National to help us in credit
investigation on a particular loan or a customer.

Q. Were any of your loans ever reviewed by C&S? A. Yes.

Q. How often was this done? A. Could be reviewed—well,
they were reviewed every month at the directors’ meeting, the
debtors list of, say, ten thousand or fifteen thousand and above,
would be circulated to the C&S National on a monthly basis.

Q. When you say they were reviewed at the directors’ meet-
ing, which directors’ meeting are you referring to? A. The
Stone Mountain directors’ meeting.

—170—

Q. Okay. And my question was, were any of your loans
reviewed by C&S? A. Not—not really, not before commitment,
prior commitment.

[212] Q. Either way? A. No.

Q. Did you ever make any joint calls with representatives of
C&S to solicit new business? A. I did.

Q. Do you know, Mr. Parker, of any services at all that
were provided to other correspondent associate banks in the At-
lanta area, in Fulton and DeKalb Counties, that you didn’t get
or have access to? A. If we didn’t have it, it was maybe available
for us through C&S.

Q. Can you think of any specific things that you didn’t have
that the other correspondent associates were receiving? A. It
could be the company-account analysis program that we did
_not have.

Q. Why did you not have a company-account analysis pro-
gram at your bank? A. The board at Stone Mountain didn’t
want to charge the small merchant that would be maybe process-
ing a lot of checks, and not have too much deposit money with
the bank; therefore, they could pay the larger fee for their
monthly processing of their account, because it was based on so
many items, I mean checks that would be cleared through their
account, and as opposed to [213] their balance that they would
keep, average balance.

Q. Did your board ever consider adopting this company-ac-
count analysis? A. No.

Q. Was it ever brought up at any of your board —S
A. Yes, right.

Q. Who brought it up at your board meeting? A. I did.

Q. Was it your idea and suggestion to institute a company-
account analysis at your bank? A. No, it was the—the C&S

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system that would be using this type of assessment on the check- .
ing accounts.

Q. Did anyone from C&S National Bank contact you rela-
tive to suggesting or bringing up this program at your board
meeting? A. Yes.

Q. Who was this? A. I got literature from branch super-
vision and it was Don Ingram, Joe Hall.

Q. And about what time was this, Mr. Parker? A. In the
fall of 69.

Q. And you stated that you did present this to your board?
[214] A. Yes.

Q. And what was the reason for rejecting it? A. They did
not want to charge a small merchant that would be subject to
a greater charge than the regular cost that was being assessed.

Q. Fine. Mr. Parker, did you ever discuss your plans for
aching th C&S National Bank? A. Yes, the local board
wanted to acquire this or put in this branch out on Memorial
Drive, or ahy other site that they could have at the time that
—at this time they talked with Mr. Hall, the one from my
board that did talk with Mr. Hall was Joe—I mean, excuse me,
was Hugh Jordan, talked with Joe Hall. And at that time it
was a matter of wanting to check with him to see whether or
not we could get the help through them on this branching,
and at that time Mr. Hall wanted to chat about maybe acquir-
ing Stone Mountain as a branch. This was in 1970, in the
first quarter of ’70, I guess.

Q. And what was—did you subsequently have a meeting
with Mr. Hall concerning this conversation? A. Yes.

Q. Who was in attendance at this meeting? A. It was
Hugh Jordan, Kingsley Weatherley, myself, Dan Handley, Don
Ingram, Joe Hall and Mr. Lane.

nin Se

Q. Where was this meeting held? [215] A. At C&S Na-
tional Bank.

Q. And do you remember the date of that meeting? A.
It was the first week, week or two in May, 1970.

Q. Was there discussions held at that meeting relative to
your plans for a branch? A. Yes.

Q. And what was the reaction of the representatives from
C&S? A. They were wanting to acquire the bank at a later
date under the plans that it would become a branch, since
the countrywide’branch banking had passed.

Q. Had your board ever discussed, prior to this time, a pos-
sible acquisition by C&S? A. No, not seriously.

Q. Did these statements—who made the statement that it
was thought about, about making you a branch? A. Mr. Hall.

Q. Did Mr. Hall’s statement come as a surprise to you at
that time? A. Not to me.

Q. What was your reaction during that meeting to this plan,
to their idea of making you a branch at some time in the fu-
ture? A. Would be—maybe at that time I was in a [216]
position\to maybe feel like that I would either stay with Stone
Mountain. if it was a disassociation, or else go somewhere
else for employment. I didn’t feel at that time close enough
to G&S to be one that would go back with C&S from actions
that; had preceded this time.

Mr. Frisbie: Your Honor, with the permission of the Court,
it has been about an hour. I would like to take a recess for
ten minutes.

The Court: All right. We will take a ten-minute recess.

[217] Q. Mr. Parker, the meeting we were referring to be-
fore we took the recess, in that meeting—after that meeting
was over, did anyone take any notes concerning what went on
at that meeting? A. Yes.

as
i

ES ROO IE AES Es NE SRR EN AS

oS AeA Lied oN

AES Jo FLOR hare et

— 173 —

Q. Have you seen these notes or a transcription of what
went on at that meeting? A. I have.

Q. Did you sign those notes? A. Yes, sir.

Q. I would like to have you take a look at this document
and see if these are the minutes.

Mr. Hodgson: If Your Honor please, I trust we will be al-
lowed to see before he examines.

The Court: I am sure you will.

Q. Mr. Parker, do you agree that that is a true copy of
the minutes that were transcribed after that meeting was over?
A. Yes.

Q. Okay.
Your Honor, I’m not offering these in evidence at this time.

The Court: Give me some identification so I can put my
notes a date or some description. All I have is the minutes of
some meeting.

[218] Mr. Frisbie: These purport to be the minutes of an April
21st, 1970 meeting.

The Court: Of who?

Mr. Frisbie: That was attended by—as Mr. Parker has tes-
tified, Mr. Weatherly, Mr. Jordan, Mr. Parker and representa-
tives from C&S, Mr. Mills Lane, Mr. Joe Hali, Mr. Don In-
gram and Mr. Dan Handley.

Mr. Hodgson: I would like to help my colleague, it was a
May | 1th meeting, it wasn’t April It’s a \ittle unclear, it was
simply notes of a meeting, not minutes of any formal body.

The Court: May the 11th and not April 21st.

| Mr. Frisbie: That’s correct, I stand corrected.

en PT

The Court: All right, and it involves the desire of Stone
Mountain to acquire property in the name-of C&S and that
they want Stone Mountain to be a branch.

Mr. Frisbie: Not that they want to acquire property. I think
Mr. Parker testified they wanted some advice as far as their
branching plans and C&S’s response.

Mr. Hodgson: I would make one or two other observations,
if Your Honor please. First, we are familiar with this docu-
ment from earlier proceedings [219] among the parties. Sec-
ond, this document reflects the recollection of those who wrote
it. I believe it was Mr. Weatherly and Mr. Jordan and not
representatives from C&S, that is to say, it was written uni-
laterally and not approved by anyone from Citizens and Sou

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Source: Frix Law Library, https://www.frixlaw.com/law-library/documents/brief%3Amicro_IA40386414_0435%3A01. Public record. Not legal advice.