Flagship National Bank, Bradenton, Florida (“Bank”) and the Comptroller of the
Currency of the United States of America (“Comptroller”) wish to protect the interests of the
depositors, other customers, and shareholders of the Bank, and, toward that end, wish the Bank
to operate safely and soundly and in accordance with all applicable laws, rules and regulations.
The Comptroller, through his National Bank Examiner, has examined the Bank,
and his findings are contained in the Report of Examination (“ROE”), dated July 28, 2008.
In consideration of the above premises, it is agreed, between the Bank, by and
through its duly elected and acting Board of Directors (“Board”), and the Comptroller, through
his authorized representative, that the Bank shall operate at all times in compliance with the
articles of this Agreement.