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Board of Governors of the Federal Reserve System
FRY-6 0MB Number 7100-0297 Approval expires September 30, 2018
~ Page1 of2
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Annual Report of Holding Companies-FR Y-6
Report at the close of business as of the end of fiscal year
This Report is required by law: Section 5(c)(1 )(A) of the Bank Holding Company Act (12 U.S.C. § 1844(c)(1)(A)); sections 8(a) and 13(a) of the International Banking Act (12 U.S.C. §§ 3106(a) and 3108(a)) ; sections 11(a)(1), 25, and 25A of the Federal Reserve Act (12 U.S.C. §§ 248(a)(1), 602, and 611a); and sections 113, 165, 312, 618, and 809 of the Dodd-Frank Act (12 U.S.C. §§ 5361 , 5365, 5412, 1850a(c)(1), and 5468(b)(1)) . Return to the appropriate Federal Reserve Bank the original and the number of copies specified .
NOTE: The Annual Report of Holding Companies must be signed by one director of the top-tier holding company. This individual should also be a senior official of the top-tier holding company. In the event that the top-tier holding company does not have an individual who is a senior official and is also a director, the chairman of the board must sign the report. If the holding company is an ESOP/ESOT formed as a corporation or is an LLC, see the General Instructions for the authorized individual who must sign the report. 1, Mickey B. Thomas
Name of the Holding Company Director and Official
President and C.E.O. Trtle of the Holding Company Director and Official
attest that the Annual Report of Holding Companies (including the supporting attachments) for this report date has been prepared in conformance with the instructions issued by the Federal Reserve System and are true and correct to the best of my knowledge and belief.
With respect to information regarding individuals contained in this report, the Reporter certifies that it has the authority to provide this information to the Federal Reserve. The Reporter also certifies that it has the authoritY, on behalf of each individual, to consent or object to public release of information regarding that individual. The Federal Reserve may assume, in the absence of a request for confidential treatment submitted in accordance with the Board's "Rules Regarding Availability of Information," 12 C.F.R. Part 261, that the Reporter MSJ. individual consent to public release of all deta · ·n the~ co~ · g that individual.
Date of Signature
For holding companies J1Q1 registered with the SEC-Indicate status of Annual Report to Shareholders:
~ is included with the FR Y-6 report
D will be sent under separate cover D is not prepared
For Federal Reserve Bank Use Only
RSSDID Io~ it> ac, 1 C.I.
This report form is to be filed by all top-tier bank holding companies, top-tier savings and loan holding companies, and U.S. intermediate holding companies organized under U.S. law, and by any foreign banking organization that does not meet the requirements of and is not treated as a qualifying foreign banking organization under Section 211 .23 of Regulation K (12 C.F.R. § 211 .23). (See page one of the general instructions for more detail of who must file.) The Federal Reserve may not conduct or sponsor, and an organization (or a person) is not required to respond to, an information collection unless it displays a currently valid 0MB control number.
Date of Report (top-tier holding company's fiscal year-end):
December 31, 2016 Month / Day / Year
N/A Reporter's Legal Entity Identifier (LEI) (20-Character LEI Code)
Reporter's Name, Street, and Mailing Address
South Louisiana Financial Corporation Legal Title of Holding Company
PO Box 1718 (Mailing Address of the Holding Company) Street/ P.O. Box
Houma LA 70361-1718 City State Zip Code
1362 West Tunnel Boulevard Houma, LA 70360 Physical Location (If different from mailing address)
Person to whom questions about this report should be directed: Mickey Thomas President & CEO Name
985-851-3434 Area Code / Phone Number/ Extension
985-851-7896 Area Code/ FAX Number
[email protected] E-mail Address
www.ayeee.com
Title
Address (U RL) for the Holding Company's web page
I f.d I r:::i-n=No s con I ent al treatment requested for any portion of this report submission? .............. . .............. . }=YesO In accordance with the General Instructions for this report (check only one),
1. a letter Justifying this request Is being provided along with the report . . . . .. .. .. . . . . . . .. . . . . . .. .. . . . . .. . . . . . . . . .. .. . . . . . . .. . D
2. a letter justifying this request has been provided separately... ......... .... . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . D
NOTE: Information for which confidential treatment is being requested must be provided separately and labeled as "confidential."
Public reporting burden for this Information collection is estimated to vary from 1.3 to 101 hours per response, with an average of 5.50 hours per response, including time to gather and maintain data In the required form and to relllew instructions and complete the information collection . Send comments regarding this burden estimate or any other aspect of this collection of information. including suggestions for reducing this burden to: Secretary, Board of Govemors of the Federal Reserve System. 20th and C Streets, NW, Washington , DC 20551 , and to the Office of Management and Budget, Paperwork Reduction Project (7100-0297) . Washington, DC 20503. 12/2016
South Louisiana Financial
Incorporated in Louisiana
Organizational ChartSOUTH LOUISIANA FINANCIAL CORPORATION
LEI: N/A
HOUMA, TERREBONNE PARISH, LOUISIANA
INCORPORATED IN LOUISIANA
LEI: N/A
SOUTH LOUISIANA BANK
HOUMA, TERREBONNE PARISH, LOUISIANA
INCORPORATED IN LOUISIANA
Houma‐Terrebonne
Incorporated in Louisiana
Services, L. L. C.
LEI:N/A
Houma, Terrebonne
Parish, Louisiana
100% owned by
South Louisiana Bank
Managing Member
Corporation
LEI:N/A
Houma, Terrebonne Parish,
Louisiana
20% of stock owned by South
Louisiana Bank
Community Development
*Not Reportable
Results: . . The d <\ list of branches for your holding company: SOUTH LOUISIANA FINANCIAL CORPORATION (1086298) of HOUMA, LA.
ata are as of 12/ 31/2016. Data reflects Information that was received and processed through Ol/10/2017.
~liaHnn--j"--'~--•'-- -·- __ 1,lnth~ 2. If r e Data Action column of each branch row, enter one or more of the actions specified below
equlred, enter the date in the Effective Date column
~ 01(, lf Ch ' the bra h · f 'OK' · h an. nc rn ormatlon is correct, enter rn t e Data Action column. 'd . th Effective oate column.
oe: If th b . . . . h h" · f f on first became valr rn e Close, e ranch information is incorrect or incomplete, revise the data, enter 'Change' in the Data Action column and the date w en t 1s rn orma 1
Defet~'.f a branch listed was sold or closed, enter 'Close' in the Data Action column and the sale or closure date In the Effective Date column.
Add: If If a branch listed was never owned by this depository institution, enter 'Delete' in the Data Action column. . I n a reportable branch is missing, insert a row, add the branch data, and enter 'Add' in the Data Action column and the opening or acquisition date in the Effective Date co um ·
If Printing thl . . . . . . s list, you may need to adiust your page setup rn MS Excel. Try usrng landscape orientation, page scalrng, and/or legal S1Zed paper.
~sion D----j. __ _ Whe--~
n You are r, . h . If You a rnis ed, send a saved copy to your FRB contact. See the detailed instructions on this site for more information.
re e-mailing this to your FRB contact, put your institution name, city and state in the subject line of the e-mail.
Note: To sar Th isty the FR y.10 . . . · f Ch Close Delete or Add.
e FR y.1 reporting requirements, you must also submit FR Y-10 Domestic Branch Schedules for each branch with a Data Action o ange, ' ' Oreportmaybesubm·tt d · h d f h f d I I e '"a ar copy ormat or via t e FR Y-10 Online application - https://ylOonline. e era reserve.gov.
* FD1cuN1 Head office 10 _RSSD* comments
NUM, Office Number, and ID RSSD columns are for reference only. Verification of these values is not required . office Number• Head Office 616036 -
Data Act· FDIC UNINUM* SOUTH LOUISIANA BANK
Zip Code County Country 0 616036
Ok IOI) Effective Date I Branch Service Type Branch ID RSSD* Popular Name Street Address City State TERREBONNE UNITED STATES 16215 SOUTH LOUISIANA BANK 616036
Ok HOUMA LA 70360 UNITED STATES 255961 3 SOUTH LOUISIANA BANK
Full Service ( Head Office) 616036 SOUTH LOUISIANA BANK 1362 W TUNNEL BLVD TERREBONNE 616036
Ok Full Service BOURG LA 70343 UNITED STATES 454551 5 SOUTH LOUISIANA BANK
2772637 SOUTH TERREBONNE BRANCH 4343 HIGHWAY 24 TERREBONNE 616036
Ok Full Service HOUMA LA 70364 UNITED STATES 255959 l SOUTH LOUISIANA BANK I
3470435 BAYOU BLUE BRANCH 2010 BAYOU BLUE ROAD TERREBONNE 616036
Ok Full Service 1308 GRAND CAILLOU ROAD HOUMA LA 70363 UNITED STATES 418953 4 SOUTH LOUISIANA BANK
2045984 EAST SIDE BRANCH TERREBONNE Ok Full Service 3916 HIGHWAY 311 HOUMA LA 70360
UNITED STATES 255960 2 3192625 UTILE BAYOU BLACK BRANCH TERREBONNE
Full Service HOUMA LA 70364 2608727 WEST SIDE BRANCH 6405 WEST PARK AVENUE
Report Item 3: Shareholders (1)(a) (1}(b) (1}(c) (2)(a) (2)(b) (2)(c)
FRY-6 December 31, 2016
Current Shareholders with ownership, control or holdings of 5% or more with power to vote as of 12-31-16
Shareholders not listed in (3)(1)(a) - (3)(1)(c) that has ownership, control or holdings of 5% or more with power to vote during the fiscal year ending 12-31-16.
(1)(a) ( 1 )(b) (1)(c) (2)(a) (2)(b) Name & Address Country of Citizenship # & % of Each Class Name & Address Country of Citizenship (City, State, Country) or Incorporation of Voting Securities (City, State, Country) or Incorporation
Raymond J. Authement USA 24,254Common Stock Not Applicable Dulac LA 70353, USA 6.82%
Debra B. Chauvin USA 22,230 Common Stoel Houma, LA 70364, USA 6.25%
Francis 0. Bourg, Ill USA 22,934 Common Stod Houma, LA 70360, USA 6.45%
J:\Accounting\TERRY\WP\MICKEY\REPORTS\FRY6 PAGE 1
(2)(c) # & % of Each Class of Voting Securities
Report Item 4: Insiders (1) (2) (3)(a)(b)(c) and (4) (a)(b)(c)
(1) Names
and Address
(City, State,
Country)
Michael P. Barker
Houma, LA
USA
Roy M. Beyer
Houma, LA
USA
(2) Principal
Occupation if other
than with Bank Holding
Company
Barker Motors
Barker Automotive
LaPorte, APAC
Certified Public Accountants
Accounting Firm
(3a)
Title & Position
with Bank Holding
Company
Director
Director
{3)(b)
Title & Position
with Subsidiaries
(Include names of
subsidiaries)
Director
South LA Bank
Secretary
South LA Bank
FRY6 December 31, 2016
(3)(c)
Title & Position
with other
Businesses
(Include names of
other businesses)
Barker Automotive (Mitsubishi)
Secretary/Treasurer
Barker Motors (Buick Pontiac GMC)
President
Barker Automotive (Honda)
President
Barker Holding Company
Member
Bumco, Inc.
President
MB &AB, L. L. C.
President
LaPorte, APAC Certified Public Accountants
Shareholder
BSR Properties, LLC
Member
Redwood Enterprises, LLC
Member
Deer Valley Ranch, LLC
Member
(4)(a)
Percentage of
Voting Shares in
Bank Holding
Company
1.43%
1.44%
(4){b)
Percentage of
Voting Shares in
Subsidiaries
(Include names
of subsidiaries
NA
NA
(4){c)
List names of
other companies
(includes Partnerships)
if 25% or more of
voting securities are
held (List names of
companies and
percentage of voting
securities held)
NA
Barker Motors (Buick Pontiac GMC)
70%
Barker Automotive (Honda)
60%
NA
NA
MB & AB, L.L.C.
100%
NA
BSR Properties, LLC
40%
Redwood Enterprises, LLC
100%
Deer Valley Ranch, LLC
25%
Report Item 4: Insiders (1) (2) (3)(a)(b)(c) and (4) (a)(b)(c)
Roy Beyer (cont'd)
Francis 0 . Bourg, Ill Retired
Houma, LA
Chapman H. Burguieres, Jr. Magnum Mud Equipment Co., Inc.
Houma, LA Owner, President, CEO
USA
Darryl K. Christen
Houma, LA
USA
Darryl Christen (cont'd)
Christen & Associates
Attorney/Pilot
Director
Chairman
Director
Director
South LA Bank
Chairman
South LA Bank
Director
South LA Bank
NA
FRY6 December 31, 2016
Magnum Mud Equipment Co. Inc.
President
Grand Coteau, L.L.C.
President
Magnum Mud Equipment Co., L.L.C.
President
Property Trusts, L.L.C.
President
Plane Venture, L.L.C.
President
Magnum Mud Equipment Co. Cameron, L.L.C.
President
Lands of LA, L.L.C.
President
Sky Pilot, L. L. C.
President
Christen & Rhymes, APLC
President
Terrebonne Land Partnership
Partner
DKC Holdings, LLC
President
Multi-Aero, Inc.
President
Dylan Aviation , LLC
6.45%
2.44%
3.15%
NA
NA
NA
NA
Magum Mud Equip Co, Inc.
50%
Grand Coteau, L.L.C.
50%
Magnum Mud Equip Co., L.L.C.
50%
Property Trusts, L.L.C.
50%
Plane Venture, L. LC.
50%
Magnum Mud Equipment Co. Cameron, L.L.C.
50%
Lands of LA, L.L.C.
50%
Sky Pilot, L. L. C.
50%
Christen & Assoc APLC
100%
NA
DKC Holdings, LLC
100%
Multi-Aero, Inc.
100%
Dylan Aviation, LLC
Report Item 4: Insiders (1) (2) (3)(a)(b)(c) and (4) (a)(b)(c)
Richard M. Haydel, MD
Houma, LA
Scott A Haydel, MD
Karla G. Spinella
Houma, LA
USA
Sidney C. Sundbery
Houma, LA
USA
Haydel Family Practice, APMC
Medical Doctor
Haydel Family Practice, APMC
Medical Doctor
Attorney at Law
Attorney at Law
Director Director
South LA Bank
Director Director
South LA Bank
Director Director
South LA Bank
Vice Chairman Vice Chairman
South LA Bank
FRY6 December 31, 2016
Manager
DKC Aviation, LLC
Manager
International Jets, Inc.
Director
Buffalo Well Ranch, LLC
Shareholder/Director
Haydel Family Practice, APMC
President
Haydel Family Practice, APMC
Partner
Hayquad, LLC
Member
Max Welders, Inc.
Stockholder
Lapella Properties, LLC
Member
Duval Funderburk Sundbery Richard
& Watkins
Shareholder/Director
Ad Hoc Corporation
Shareholder/Director
Sundbery Properties, LLC
Member/Manager
Rosedale, LLC
Member/Manager
Valley Properties, LLC
Member
4.50% NA
0.34% NA
2.95% NA
1.66% NA
100%
DKC Aviation, LLC
100%
International Jets, Inc.
25%
Buffalo Well Ranch, LLC
33%
Haydel Family Practice, APMC
33.33%
Haydel Family Practice, APMC
25%
Hayquad, LLC
25%
NA
Lapella Properties, LLC
33%
NA
NA
NA
NA
NA
Report Item 4: Insiders FRY6 (1) (2) (3)(a)(b)(c) and (4) (a)(b)(c) December 31, 2016
Mickey B. Thomas South Louisiana Bank Director & President & CEO Dularge Properties, L.LC. 0.94% NA Dularge Properties, LLC. Houma, La President & CEO President & CEO South LA Bank Member 33.33% USA
Registered Agent Ordoyne Family Funeral Home, LLC. NA SLFS, L.LC. Owner
Charles K. Weaver South Louisiana Bank Director South LA Bank None 1.98% NA NA Houma, LA Director Director USA
Registered Agent NA SLFS, L.LC.
James C. Sublett South Louisiana Bank South Louisiana Bank Bucket List, L.L.C. 0.39% NA Bucket List, L.LC. Houma, LA Sr. Vice President Sr. Vice President Member 33% USA
Registered Agent
SLFS, L.LC. James K. Walker South Louisiana Bank South Louisiana Bank None 0.04% NA NA Houma, LA Executive Vice President Executive Vice President USA
Randal J. Bernard South Louisiana Bank Secretary/Treasurer South Louisiana Bank NA 0.07% NA NA Houma, LA Executive Vice President - CFO Executive Vice President - CFO USA
George T. Robichaux South Louisiana Bank South Louisiana Bank Willswood Plantation, L. L. C. 0.07% NA NA Houma, LA Sr. Vice President Sr. Vice President Board Member USA
Assumption Land NA Board Member
EGR, L.L.C. NA Board Member
Assumption Energy, L LC. NA Board Member
Lafourche Land, L. LC. NA Board Member
Steven J. Crispino South Louisiana Bank South Louisiana Bank None 0 NA NA Houma, LA Executive Vice President Executive Vice President USA
Report Item 4: Insiders FRY6 (1) (2) (3)(a)(b)(c) and (4) (a)(b)(c) December 31, 2016
Victoria H. Rhea South Louisiana Bank South Louisiana Bank Keith Rhea Consulting 0.65% NA NA Houma, LA Vice- President Vice-President Community Property
USA
Management Information Solutions, LLC NA Community Property
Harris Ventures, LLC NA Member
David G. Roger South Louisiana Bank South Louisiana Bank None 0 NA NA Houma, LA Vice-President Vice-President
USA
Robert L. Ross South Louisiana Bank South Louisiana Bank None 0 NA NA Houma, LA Vice-President Vice-President
USA
•