Pub. 10 2019 Issue 2

www.wvbankers.org 22 West Virginia Banker Summary of Tiered Presumptions (Presumption triggered if any relationship exceeds the amount on the table) Less than 5% voting 5-9.99% voting 10-14.99% voting 15-24.99% voting Directors Less than half Less than a quarter Less than a quarter Less than a quarter Director Service as Board Chair N/A N/A N/A No director repre- sentative is chair of the board Director Service on Board Committees N/A N/A A quarter or less of a committee with power to bind the company A quarter or less of a committee with power to bind the company Business Relationships N/A Less than 10% of revenues or expenses Less than 5% of reve- nues or expenses Less than 2% of rev- enues or expenses Business Terms N/A N/A Market Terms Market Terms Officer/Employee Interlocks N/A No more than 1 interlock, never CEO No more than 1 in- terlock, never CEO No interlocks Contractual Powers No Management Agreements No rights that significantly re- strict discretion No rights that significantly restrict discretion No rights that sig- nificantly restrict discretion Proxy Contests (directors) N/A No rights that significantly re- strict discretion N/A directorssig- nificantly restrict discretion No soliciting prox- ies to replace more than permitted number of directors Total Equity Less than one third Less than one third Less than one third Less than one quarter  In or out of Control Continued from Page 20