                                 CODE OF VIRGINIA

DIRECTORS TO OWN STOCK IN BANK (§ 6.2-862)

A. As used in this section, &#8220;bank holding company&#8221; means (i) a bank
holding company as defined in &#xA7; 6.2-800 or (ii) any corporation organized
under the laws of the Commonwealth and doing business in the Commonwealth that
owns all of the capital stock of one bank, except those shares issued as
directors&#8217; qualifying shares, and at least 66 and two-thirds percent of
the assets of the holding company, computed on a consolidated basis, consists of
assets held by such bank and controlled subsidiaries of such bank.

B. Every director of a bank incorporated under the laws of the Commonwealth
shall be the sole owner of, and have in his personal possession or control,
shares of stock in such bank having a book value of not less than $5,000,
calculated as of the last business day of the calendar year immediately
preceding the election of the director. So long as a director shall successively
be reelected, there shall be no requirement to increase the shares of stock
owned according to this section. Such stock shall be unpledged and unencumbered
at the time such director becomes a director and during the whole of his term as
such. A director shall be deemed to be the sole owner of, and have in his
personal possession or control:

   1. Shares held through a brokerage account or similar arrangement, provided
   that the director retains sole beneficial ownership and sole legal control
   over the shares;

   2. Shares held jointly or as a tenant in common, but only to the extent of the
   book value of the shares divided by the number of joint or tenant in common
   holders;

   3. Shares deposited by the director in a living trust, or inter vivos trust,
   as to which the director is a trustee and retains an absolute power of
   revocation; or

   4. Shares held through a profit-sharing plan, individual retirement account,
   retirement plan, or similar arrangement, provided that the director retains
   sole beneficial ownership and sole legal control over the shares.

C. When a bank is controlled by a bank holding company, a director may comply
with the requirements of subsection B for each bank of which he is a director by
ownership, in similar manner, of shares of capital stock of the bank holding
company having an aggregate book value equal to the book value of shares of bank
stock that he would be obligated to own under subsection B.

D. A director of a bankers&#8217; bank shall not be required to own or control
any shares of stock of such bankers&#8217; bank or any shares of stock of a bank
holding company that controls such bankers&#8217; bank.

E. Any director violating the provisions of this section shall, immediately,
vacate his office.

F. The requirements of this section shall not apply to any person duly elected a
director of a bank prior to July 1, 1995, or so long as such person shall
successively be reelected a director, and as to such person the requirements of
the law prior to such date shall apply.

HISTORY: Code 1950, § 6-37; 1966, c. 584, § 6.1-47; 1970, c. 95; 1995, c. 63;
1996, cc. 25, 218; 2010, c. 794; 2014, cc. 156, 219; 2018, cc. 76, 262.