FIRST CITY FUND CORPORATION
299 WHALLEY AVENUE, NEW HAVEN, CT 06510

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Organizations Filed Purposes: ENGAGE IN ACTIVITIES THAT PROMOTE COMMUNITY DEVELOPMENT WITHIN THE GREATER NEW HAVEN AREA, INCLUDING, BUT NOT LIMITED TO, AFFORDABLE HOUSING, EDUCATION, COMMUNITY SERVICES, SMALL BUSINESS DEVELOPMENT, ECONOMIC DEVELOPMENT, ACTIVITIES THAT REVITALIZE OR STABILIZE LOW AND MODERATE INCOME GEOGRAPHIES AND OTHER FORMS OR CHARITABLE ASSISTANCE TO THOSE IN NEED THEREOF; AND ENGAGE IN ACTIVITIES THAT PROMOTE COMMUNITY DEVELOPMENT FINANCIAL INSTITUTIONS WITHIN THE GREATER NEW HAVEN AREA THAT SERVE LOW AND MODERATE INCOME GEOGRAPHIES, INCLUDING, BUT NOT LIMITED TO PLANNING, MARKETING, STUDYING, RESEARCHING OR INVESTING THEREIN. PURCHASE, ACCEPT, EXCHANGE, INHERIT, LEASE OR OTHERWISE ACQUIRE REAL AND PERSONAL PROPERTY, OR ANY INTEREST THEREIN, OR WHATEVER KIND, AND TO OWN, HOLD, CONTROL, MAINTAIN, MANAGE, CONVEY, DISPOSE OF, OR CHANGE THE CHARACTER OF SUCH PROPERTY, AND ENGAGE IN ANY LAWFUL ACT OR ACTIVITY FOR WHICH A CORPORATION MAY BE ORGANIZED UNDER THE REVISED NON-STOCK CORPORATION ACT OF THE

FIRST CITY FUND CORPORATION ("FCFC") WAS CREATED IN MAY 2004, THROUGH NEGOTIATIONS BETWEEN THE MAYOR OF THE CITY OF NEW HAVEN AND NEW HAVEN SAVINGS BANK (NHSB) (NOW KEYCORP) ("KEY") TO ENSURE ACCESS TO FINANCIAL RESOURCES FOR NEW HAVEN'S LOWER INCOME AND FINANCIALLY UNDERSERVED CITIZENS. IN 2003, THE NHSB ANNOUNCED PLANS TO CONVERT FROM A MUTUAL SAVINGS BANK INTO A CAPITAL STOCK SAVINGS BANK, AND TO EXPAND BEYOND THE NEW HAVEN REGION THROUGH THE ACQUISITION OF TWO BANKS IN NORTHERN CONNECTICUT. THE MAYOR AND OTHER NEW HAVEN RESIDENTS WERE CONCERNED THAT NHSB'S CHANGE IN STRUCTURE WOULD RESULT IN DISINVESTMENT IN THE NEW HAVEN AREA, NEGATIVELY IMPACTING THE ECONOMIC PROSPECTS OF THE CITY OF NEW HAVEN, AND ESPECIALLY ITS DISADVANTAGED AREAS, WHICH WERE ALREADY UNDERSERVED BY BANKING SERVICES. AS PART OF THE AGREEMENT BETWEEN THE CITY OF NEW HAVEN AND NHSB, NHSB AGREED TO FUND FCFC. ON NOVEMBER 3, 2005, THE INTERNAL REVENUE SERVICE APPROVED FCFC'S APPLICATION FOR TAX-EXEMPT STATUS WITHIN THE MEANING OF SECTION 501(C)(3) OF THE INTERNAL REVENUE CODE OF 1986, AS AMENDED (THE "CODE"); PROVIDED, HOWEVER, IN ACCORDANCE WITH THE PROVISIONS OF SECTION 509(A)(3) OF THE CODE AND THE TREASURY REGULATIONS THEREIN, FCFC (THE "SUPPORT ORGANIZATION") IS ORGANIZED, AND SHALL AT ALL TIMES BE OPERATED EXCLUSIVELY TO BENEFIT, TO SUPPORT, TO PERFORM THE FUNCTIONS OF, OR TO CARRY OUT THE PURPOSES OF THE CITY OF NEW HAVEN (THE "SUPPORTED ORGANIZATION").FCFC ENGAGED IN ACTIVITIES FOR THE CREATION AND ESTABLISHMENT OF A COMMUNITY DEVELOPMENT BANK, NEW HAVEN BANK (THE "BANK"). FCFC PERFORMED AN EXECUTIVE SEARCH AND HIRED A CHIEF EXECUTIVE OFFICER, CHIEF FINANCIAL OFFICER, CHIEF LENDING OFFICER, AND OTHER SUPPORT STAFF; DEVELOPED A BUSINESS PLAN; AND CREATED THE NECESSARY DOCUMENTS FOR THE ESTABLISHMENT AND OPERATION OF THE BANK. ON OCTOBER 15, 2008, THE APPLICATION TO FORM A BANK WAS SUBMITTED TO, AND ACCEPTED BY, THE CONNECTICUT DEPARTMENT OF BANKING. ON JUNE 19, 2009, FCFC RECEIVED A TEMPORARY CERTIFICATE OF AUTHORITY FROM THE CONNECTICUT STATE TREASURER AND THE CONNECTICUT STATE COMPTROLLER.THE BANK IS A STATE OF CONNECTICUT CHARTERED COMMUNITY DEVELOPMENT BANK HEADQUARTERED IN NEW HAVEN, CONNECTICUT, WHOSE DEPOSITS ARE INSURED BY THE FEDERAL DEPOSIT INSURANCE CORPORATION ("FDIC"). THE BANK IS A WHOLLY-OWNED SUBSIDIARY OF FIRST COMMUNITY BANCORP, INC. (A "MID-TIER BANK HOLDING COMPANY"), WHICH IS A WHOLLY-OWNED SUBSIDIARY OF FCFC, WHICH IS ALSO ORGANIZED AS A BANK HOLDING COMPANY. ON DECEMBER 1, 2010, FCFC AND THE MID-TIER BANK HOLDING COMPANY RECEIVED APPROVAL FROM THE FEDERAL RESERVE BANK OF BOSTON TO BECOME BANK HOLDING COMPANIES UNDER THE BANK HOLDING COMPANY ACT. ON DECEMBER 20, 2010, THE STATE OF CONNECTICUT AND FDIC ISSUED THE BANK'S FINAL CERTIFICATE OF AUTHORITY AND THE BANK OPENED FOR BUSINESS ON THAT DATE. ON THAT DATE, FCFC INVESTED APPROXIMATELY $17,000,000 INTO THE MID-TIER BANK HOLDING COMPANY, WHICH HAS, IN TURN, INVESTED $16,750,000 IN THE CAPITAL STOCK OF THE BANK. THE INVESTMENT IN CAPITAL STOCK OF THE BANK OF $16,750,000 CONSISTED OF CASH OF $11,435,427, FIXED ASSETS OF $1,475,706, OTHER ASSETS OF $134,826, ACCRUED EXPENSES AND OTHER LIABILITIES OF $69,393, AND COSTS INCURRED BY FCFC IN THE ORGANIZATIONAL ACTIVITIES OF THE BANK OF $3,773,434. THE MID-TIER HOLDING COMPANY OWNS 100% OF THE BANK'S VOTING SHARES.THE BANK PROVIDES A FULL RANGE OF BANKING SERVICES TO PRIVATE CUSTOMERS IN SOUTH-CENTRAL CONNECTICUT. THE BANK'S APPLICATION TO BECOME A COMMUNITY DEVELOPMENT FINANCIAL INSTITUTION WAS APPROVED ON SEPTEMBER 10, 2012.

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