However, we did not see any evidence in DSC’s analysis that addressed the lack of corporate
governance at the bank and past deficiencies identified at every examination, many of which
remained uncorrected. Uncorrected deficiencies included poor risk management and risk
diversification practices, weak underwriting, and frequent under-funding of the ALLL. We
believe these are serious deficiencies that should have caused DSC to more fully deliberate
on the advisability of the acquisition. In addition, there was no mention in the analysis of the
bank’s responsiveness to examiner recommendations even though DSC’s own guidance to
examiners provides that one of the factors related to the capability and performance of
management and the board of directors is its responsiveness to recommendations from
auditors and supervisory authorities.