-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, QS1F/BzJMjrBGGrvTeW/QSOD0VqeL3K+L8JAi7FJ5Cun82RiTHDzVJDcE7x/4u1x I5tL7W31tfjyJPoU0NJWAw== 0000950152-09-003356.txt : 20090331 0000950152-09-003356.hdr.sgml : 20090331 20090331144641 ACCESSION NUMBER: 0000950152-09-003356 CONFORMED SUBMISSION TYPE: 10-K PUBLIC DOCUMENT COUNT: 11 CONFORMED PERIOD OF REPORT: 20081231 FILED AS OF DATE: 20090331 DATE AS OF CHANGE: 20090331 FILER: COMPANY DATA: COMPANY CONFORMED NAME: COMMUNITY CENTRAL BANK CORP CENTRAL INDEX KEY: 0001014133 STANDARD INDUSTRIAL CLASSIFICATION: STATE COMMERCIAL BANKS [6022] IRS NUMBER: 383291744 STATE OF INCORPORATION: MI FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 10-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-33373 FILM NUMBER: 09718061 BUSINESS ADDRESS: STREET 1: P O BOX 7 CITY: MOUNT CLEMENS STATE: MI ZIP: 48046-0007 BUSINESS PHONE: 5867834500 MAIL ADDRESS: STREET 1: P O BOX 7 CITY: MOUNT CLEMENS STATE: MI ZIP: 48046-0007 10-K 1 k47631e10vk.htm FORM 10-K 10-K
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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-K
     
þ   ANNUAL REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
  ACT OF 1934
For the fiscal year ended December 31, 2008
Commission File No. 000-33373
COMMUNITY CENTRAL BANK CORPORATION
(Exact name of registrant as specified in its charter)
     
Michigan   38-3291744
     
(State or other jurisdiction of incorporation or organization)   (IRS Employer Identification No.)
100 N. Main Street, Mount Clemens, Michigan 48043-5605
(Address of principal executive offices and zip code)
(586) 783-4500
(Registrant’s telephone number, including area code)
Securities registered under Section 12(b) of the Act:
     
Title of Each Class   Name of Each Exchange on Which Registered
     
Common Stock, no par value   Nasdaq Global Market
Securities registered under Section 12(g) of the Act: None
Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. Yes o     No þ
Indicate by check mark whether the registrant is not required to file reports pursuant to Section 13 or 15(d) of the Exchange Act.
Yes o     No þ
Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Exchange Act during the past 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes þ     No o
Indicate by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K is not contained herein, and will not be contained, to the best of the registrant’s knowledge, in definitive proxy or information statements incorporated by reference in Part III of this Form 10-K or any amendment to this Form 10-K. þ
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company. See the definitions of “large accelerated filer,” “accelerated filer” and “smaller reporting company” in Rule 12b-2 of the Exchange Act. (Check one):
             
Large accelerated filer o    Accelerated filer o    Non-accelerated filer   o
(Do not check if a smaller reporting company)
  Smaller reporting company þ 
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Act). o Yes     þ No
The aggregate market value of voting and non-voting common equity of the registrant held by nonaffiliates was approximately $10.1 million as of June 30, 2008 based on the price at which the common stock was last sold $3.86 on that date.
As of March 31, 2009, 3,734,781 shares of Common Stock of the issuer were outstanding.
DOCUMENTS INCORPORATED BY REFERENCE:
Parts I and II — Portions of Stockholder Report of the issuer for the year ended December 31, 2008.
Part III — Portions of the Proxy Statement of the Registrant for its May 19, 2009 Annual Meeting.
 
 

 


TABLE OF CONTENTS

PART I
Item 1. Business
Item 1A. Risk Factors
Item 1B. Unresolved Staff Comments
Item 2. Properties
Item 3. Legal Proceedings
Item 4. Submission of Matters to a Vote of Security Holders
PART II
Item 5. Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities
Item 6. Selected Financial Data
Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations
Item 7A. Quantitative and Qualitative Disclosure About Market Risk
Item 8. Financial Statements and Supplementary Data
Item 9. Changes in and Disagreements with Accountants on Accounting and Financial Disclosure
Item 9A(T). Controls and Procedures
Item 9B. Other Information
PART III
Item 10. Directors, Executive Officers and Corporate Governance
Item 11. Executive Compensation
Item 12. Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters
Item 13. Certain Relationships and Related Transactions, and Director Independence
Item 14. Principal Accounting Fees and Services
Part IV
Item 15. Exhibits, Financial Statement Schedules
SIGNATURE
EXHIBIT INDEX
EX-11
EX-13
EX-21
EX-23
EX-31.1
EX-31.2
EX-32


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COMMUNITY CENTRAL BANK CORPORATION
FORM 10-K (continued)
DISCLOSURE REGARDING FORWARD-LOOKING STATEMENTS
This report contains forward-looking statements throughout that are based on management’s beliefs, assumptions, current expectations, estimates and projections about the financial services industry, the economy, and about the Corporation and the Bank. Words such as anticipates, believes, estimates, expects, forecasts, intends, is likely, plans, projects, variations of such words and similar expressions are intended to identify such forward-looking statements. These forward-looking statements are intended to be covered by the safe-harbor provisions of the Private Securities Litigation Reform Act of 1995. These statements are not guarantees of future performance and involve certain risks, uncertainties and assumptions that are difficult to predict with regard to timing, extent, likelihood and degree of occurrence. Actual results and outcomes may materially differ from what may be expressed or forecasted in the forward-looking statements. The Corporation undertakes no obligation to update, amend, or clarify forward looking statements, whether as a result of new information, future events (whether anticipated or unanticipated), or otherwise.
Future factors that could cause actual results to differ materially from the results anticipated or projected include, but are not limited to, the following: the credit risks of lending activities, including changes in the level and trend of loan delinquencies and write-offs; changes in general economic conditions, either nationally or in our market areas; changes in the levels of general interest rates, deposit interest rates, our net interest margin and funding sources; fluctuations in the demand for loans, the number of unsold homes and other properties and fluctuations in real estate values in our market areas; results of examinations of us by the Federal Deposit Insurance Corporation, Michigan Office of Financial and Insurance Services or other regulatory authorities, including the possibility that any such regulatory authority may, among other things, require us to increase our reserve for loan losses or to write-down assets; our ability to control operating costs and expenses; our ability to successfully integrate any assets, liabilities, customers, systems, and management personnel we have acquired or may in the future acquire into our operations and our ability to realize related revenue synergies and cost savings within expected time frames and any goodwill charges related thereto; our ability to manage loan delinquency rates; our ability to retain key members of our senior management team; costs and effects of litigation, including settlements and judgments; increased competitive pressures among financial services companies; changes in consumer spending, borrowing and savings habits; legislative or regulatory changes that adversely affect our business; adverse changes in the securities markets; inability of key third-party providers to perform their obligations to us; changes in accounting policies and practices, as may be adopted by the financial institution regulatory agencies or the Financial Accounting Standards Board; other economic, competitive, governmental, regulatory, and technological factors affecting our operations, pricing, products and services and other risks detailed in the Corporation’s reports filed with the Securities and Exchange Commission.

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COMMUNITY CENTRAL BANK CORPORATION
FORM 10-K (continued)
PART I
Item 1. Business
     Community Central Bank Corporation is the holding company for Community Central Bank (the “Bank”) in Mount Clemens, Michigan. The Bank opened for business in October 1996 and serves businesses and consumers across Macomb, Oakland, St. Clair and Wayne counties with a full range of lending, deposit, trust, wealth management, and Internet banking services. The Bank operates four full service facilities, in Mount Clemens, Rochester Hills, Grosse Pointe Farms and Grosse Pointe Woods, Michigan. Community Central Mortgage Company, LLC, a subsidiary of the Bank, operates locations servicing the Detroit metropolitan area and northwest Indiana. River Place Trust and Community Central Wealth Management are divisions of Community Central Bank. Community Central Insurance Agency, LLC is a wholly owned subsidiary of Community Central Bank.
     The Corporation is subject to regulation by the Board of Governors of the Federal Reserve System. The Bank is subject to extensive regulation by the Michigan Office of Financial and Insurance Regulation (“OFIR”) and by the Federal Deposit Insurance Corporation (“FDIC”). The Bank’s deposits are insured up to the applicable limits by the FDIC. (See “-Regulation and Supervision” below.) The Corporation’s common shares trade on The NASDAQ Global Market under the symbol “CCBD.”
     Our results of operations depend largely on net interest income. Net interest income is the difference in the interest income we earn on interest-earning assets, which comprise primarily commercial and residential real estate loans, and to a lesser extent commercial business and consumers loans, and the interest we pay on interest-bearing liabilities, which are primarily deposits and borrowings. Management strives to match the repricing characteristics of the interest-earning assets and interest-bearing liabilities to protect net interest income from changes in market interest rates and changes in the shape of the yield curve.
     Our results of operations may also be affected by local and general economic conditions. The largest geographic segment of our customer base is in Macomb County, Michigan. The economic base of the County continues to diversify from the automotive service sector although the impact of the restructuring of the American automobile companies has a direct impact on southeastern Michigan. A slowdown in the local and statewide economy has produced increased financial strain on segments of our customer base. We have experienced increased delinquency levels and losses in our loan portfolio, primarily with residential developer loans, residential real estate loans and home equity and consumer loans. Further downturns in the local economy may affect the demand for commercial loans and related small to medium business related products. This could have a significant impact on how we deploy earning assets. The competitive environment among the Bank, other financial institutions and financial service providers in the Macomb, Oakland, Wayne and St. Clair counties of Michigan may affect the pricing levels of various deposit products. The impact of competitive rates on deposit products may increase our cost of funds and thus negatively impact net interest income. See “Management’s Discussion and Analysis and Results of Operations” contained in our Annual Stockholder Report included as Exhibit 13 to this 10-K.
     The Corporation continues to see competitive deposit rates offered from local financial institutions within the geographic proximity of the Bank which could have the effect of increasing the costs of funds to a level higher than management projects. The Corporation continues to utilize wholesale forms of funding, funding earning assets through the FHLB and brokered certificates of deposit to balance both interest rate risk and the overall cost of funds. Brokered and internet certificates of deposit are based on a nationwide interest rate structure, typically at what is considered to be a premium interest rate. The local competition for certificates of deposit products has intensified and the Bank has found this type of wholesale funding to often effectively compete with the rates offered for similar term retail certificates of deposit products of local community and regional banks.
     Effect of Government Monetary Policies. The earnings of the Corporation are affected by domestic economic conditions and the monetary and fiscal policies of the United States Government, its agencies, and the Federal Reserve Board. The Federal Reserve Board’s monetary policies have had, and will likely continue to have, an important impact on the operating results of commercial banks through its power to implement national monetary policy. Monetary policy is used to, among other things, attempt to curb inflation or combat a recession. The policies of the Federal Reserve Board have a major effect upon the levels of bank loans, investments and deposits through its open market operations in United States Government securities, and through its regulation of, among

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COMMUNITY CENTRAL BANK CORPORATION
FORM 10-K (continued)
other things, the discount rate on borrowings of member banks and the reserve requirements against member bank deposits. It is not possible to predict the nature and impact of future changes in monetary and fiscal policies.
     Regulation and Supervision. Financial institutions and their holding companies are extensively regulated under federal and state law. Consequently, the growth and earnings performance of the Corporation and the Bank can be affected not only by management decisions and general economic conditions, but also by the statutes administered by, and the regulations and policies of, various governmental regulatory authorities. Those authorities include, but are not limited to, the Board of Governors of the Federal Reserve System, the FDIC, OFIR, the Securities and Exchange Commission, the Internal Revenue Service, and federal and state taxing authorities. The effect of such statutes, regulations and policies can be significant, and cannot be predicted with a high degree of certainty. There can be no assurance that future legislation or government policy will not adversely affect the banking industry or the operations of the Corporation or the Bank. Federal economic and monetary policy may affect the Bank’s ability to attract deposits, make loans and achieve satisfactory interest spreads.
     Federal and state laws and regulations generally applicable to financial institutions and their holding companies regulate, among other things, the scope of business, investments, reserves against deposits, capital levels relative to operations, lending activities and practices, the nature and amount of collateral for loans, the establishment of branches, mergers, consolidations and dividends. The system of supervision and regulation applicable to the Corporation and the Bank establishes a comprehensive framework for their respective operations and is intended primarily for the protection of the FDIC’s deposit insurance funds, the depositors of the Bank, and the public, rather than shareholders of the Bank or the Corporation.
     Federal law and regulations establish supervisory standards applicable to the lending activities of the Bank including internal controls, credit underwriting, loan documentation, and loan-to-value ratios for loans secured by real property. The Bank is in compliance with these requirements.
     The Corporation is subject to the periodic reporting requirements of the Securities Exchange Act of 1934, as amended, and files reports and proxy statements pursuant to such Act with the Securities and Exchange Commission.
     Employees. As of December 31, 2008, the Corporation and its subsidiaries employed 89 full-time equivalent employees.
     Competition. All phases of the business of the Bank are highly competitive. The Bank competes with numerous financial institutions, including other commercial banks, in the Macomb County and metropolitan Detroit area. The Bank, along with other commercial banks, competes with respect to its lending activities, and competes in attracting demand deposits with savings banks, savings and loan associations, insurance companies, small loan companies, credit unions and with the issuers of commercial paper and other securities, such as various mutual funds. Many of these institutions are substantially larger and have greater financial resources than the Bank.
     The competitive factors among financial institutions can be classified into two categories; competitive rates and competitive services. Interest rates are widely advertised and thus competitive, especially in the area of time deposits. From a service standpoint, financial institutions compete against each other in types and quality of services. The Bank is generally competitive with other financial institutions in its area with respect to interest rates paid on time and savings deposits, fees charged on deposit accounts, and interest rates charged on loans. With respect to services, the Bank offers a customer service oriented atmosphere which management believes is better suited to its customers’ needs than that which is offered by other institutions in the local market.

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COMMUNITY CENTRAL BANK CORPORATION
FORM 10-K (continued)
     Executive Officers. The following is a list of the executive officers of the Corporation and the Bank, together with their ages and their positions at December 31, 2008. Executive officers of the Corporation are elected annually by the Board of Directors to serve for the ensuing years and until their successors are elected and qualified.
                 
Name and Position   Position Held Since   Age
David A. Widlak
President and CEO of Community Central
    2003       60  
Bank Corporation President and CEO Community Central Bank
    2007          
 
               
Ray T. Colonius
EVP & Chief Financial Officer of
    1999       51  
Community Central Bank Corporation and Community Central Bank
               
 
               
Sam A. Locricchio
Executive. Vice President & Sr. Loan Officer of Community Central Bank
    2003       59  
Item 1A. Risk Factors
     An investment in our stock involves a number of risks. Before making an investment decision, you should carefully consider all of the risks described in this document. If any of the risks discussed in this document occur, our business, financial condition, liquidity and results of operations could be materially and adversely affected. Additional risks and uncertainties not presently known to us also may adversely affect our business, financial condition, liquidity and results of operations.
Recent negative developments in the financial industry and credit markets may continue to adversely impact our financial condition and results of operations.
     Negative developments beginning in the latter half of 2007 in the residential mortgage market and the securitization markets for such loans, together with other factors, have resulted in uncertainty in the financial markets in general and a related general economic downturn, which have continued in 2008. Many lending institutions, including us, have experienced declines in the performance of their loans, including loans secured by residential properties. Moreover, competition among depository institutions for deposits and quality loans has increased significantly. In addition, the values of real estate collateral supporting many loans have declined and may continue to decline. Bank and bank holding company stock prices have been negatively affected, as has the ability of banks and bank holding companies to raise capital or borrow in the debt markets compared to recent years. These conditions may have a material adverse effect on us and others in the financial institutions industry. In addition, as a result of the foregoing factors, there is a potential for new federal or state laws and regulations regarding lending and funding practices and liquidity standards, and bank regulatory agencies are expected to be very aggressive in responding to concerns and trends identified in examinations. Continued negative developments in the financial institutions industry and the impact of new legislation in response to those developments could restrict our business operations, including our ability to originate loans, and adversely impact our results of operations and financial condition.
Recent legislative and regulatory initiatives to address difficult market and economic conditions may not stabilize the U.S. banking system.
     The recently enacted Emergency Economic Stabilization Act of 2008 (the “EESA”) authorizes the U.S. Treasury Department (the “Treasury”) to purchase from financial institutions and their holding companies up to $700 billion in mortgage loans, mortgage-related securities and certain other financial instruments, including debt and equity securities issued by financial institutions and their holding companies, under a troubled asset relief program (“TARP”). The purpose of TARP is to restore confidence and stability to the U.S. banking system and to

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COMMUNITY CENTRAL BANK CORPORATION
FORM 10-K (continued)
encourage financial institutions to increase their lending to customers and to each other. The Treasury has allocated $250 billion towards the TARP Capital Purchase Program (“CPP”). Under the CPP, the Treasury has purchased preferred equity securities from participating institutions. The EESA also increased federal deposit insurance on most deposit accounts from $100,000 to $250,000. This increase is in place until the end of 2009.
     The EESA followed, and has been followed by, numerous actions by the Board of Governors of the Federal Reserve System, the U.S. Congress, Treasury, the FDIC, the SEC and others to address the current liquidity and credit crisis that has followed the sub-prime meltdown that commenced in 2007. These measures include homeowner relief that encourages loan restructuring and modification; the establishment of significant liquidity and credit facilities for financial institutions and investment banks; the lowering of the federal funds rate; emergency action against short selling practices; a temporary guaranty program for money market funds; the establishment of a commercial paper funding facility to provide back-stop liquidity to commercial paper issuers; and coordinated international efforts to address illiquidity and other weaknesses in the banking sector. In addition, the Treasury recently announced its Financial Stability Plan to attack the current credit crisis, and President Obama has signed into law the American Recovery and Reinvestment Act. The purpose of these legislative and regulatory actions is to stabilize the U.S. banking system, improve the flow of credit and foster an economic recovery. The regulatory and legislative initiatives described above may not have their desired effects. If the volatility in the markets continues and economic conditions fail to improve or worsen, our business, financial condition and results of operations could be materially and adversely affected.
Current levels of market volatility are unprecedented and may adversely affect us.
     The capital and credit markets have been experiencing volatility and disruption for more than a year. In recent months, the volatility and disruption has reached unprecedented levels. In some cases, the markets have produced downward pressure on stock prices and credit availability for certain issuers without regard to those issuers’ underlying financial strength. If current levels of market disruption and volatility continue or worsen, we may experience an adverse effect, which may be material, on our business, financial condition and results of operations.
Continued deterioration of the economy and real estate market in Michigan could hurt our business.
     At of December 31, 2008, approximately 88.5% of the book value of our loan portfolio consisted of loans secured by various types of real estate. Substantially all of our real property collateral is located in Michigan. A decline in real estate values has reduced the value of the real estate collateral securing our loans and increased the risk that we would incur losses if borrowers defaulted on their loans. Continued declines in real estate sales and prices coupled with a further economic slowdown or deeper recession and an associated increase in unemployment could result in higher than expected loan delinquencies or problem assets, a decline in demand for our products and services, or lack of growth or a decrease in deposits, which may cause us to incur losses, adversely affect our capital and hurt our business. Such declines may have a greater effect on our earnings and capital than on the earnings and capital of financial institutions whose loan portfolios are more diversified.
Our business is subject to various lending risks depending on the nature of the borrower’s business, its cash flow and our collateral.
     Our commercial real estate loans involve higher principal amounts than other loans, and repayment of these loans may be dependent on factors outside our control or the control of our borrowers. Commercial real estate lending typically involves higher loan principal amounts, and the repayment of these loans generally is dependent, in large part, on sufficient income from the properties securing the loans to cover operating expenses and debt service. Because payments on loans secured by commercial real estate often depend upon the successful operating and management of the properties, repayment of such loans may be affected by factors outside the borrower’s control, such as adverse conditions in the real estate market or the economy or changes in government regulation. If the cash flow from the project is reduced, the borrower’s ability to repay the loan and the value of the security for the loan may be impaired. At December 31, 2008, commercial real estate loans, excluding construction and development loans, totaled approximately 64.4% of our total loan portfolio.

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COMMUNITY CENTRAL BANK CORPORATION
FORM 10-K (continued)
     Repayment of our commercial and industrial loans is often dependent on cash flow of the borrower, which may be unpredictable, and collateral securing these loans may fluctuate in value. Our commercial and industrial loans are primarily made based on the cash flow of the borrower and secondarily on the underlying collateral provided by the borrower. Most often, this collateral is accounts receivable, inventory, equipment, or real estate. In the case of loans secured by accounts receivable, the availability of funds for the repayment of these loans may be substantially dependent on the ability of the borrower to collect amounts due from its customers. Other collateral securing loans may depreciate over time, may be difficult to appraise and may fluctuate in value based on the success of the business. Adverse changes in local economic conditions impacting our business borrowers can be expected to have a negative effect on our results of operations and capital. At December 31, 2008, commercial and industrial loans totaled approximately 9.5% of our total loan portfolio.
     Our construction and land development loans are based upon estimates of costs to construct and value associated with the completed project. These estimates may be inaccurate. Because of the uncertainties inherent in estimating construction costs, as well as the market value of the completed project, it is relatively difficult to evaluate accurately the total funds required to complete a project and the related loan-to-value ratio. As a result, construction loans often involve the disbursement of substantial funds with repayment dependent, in part, upon the success of the ultimate project and the ability of the borrower to sell or lease the property, rather than the ability of the borrower or guarantor to repay principal and interest. Delays in completing the project may arise from labor problems, material shortages and other unpredictable contingencies. If the estimate of the construction cost is inaccurate, we may be required to advance additional funds to complete construction. If our appraisal of the value of the completed project proves to be overstated, we may have inadequate security for the repayment of the loan upon completion of the project. At December 31, 2008, construction and development loans totaled approximately 5.6% of our total loan portfolio; however, at that date these loans represented 13.9% of our non-performing assets.
     Our consumer loans generally have a higher risk of default than our other loans. Consumer loans entail greater risk than our other loans, particularly in the case of consumer loans that are unsecured or secured by rapidly depreciating assets. In such cases, any repossessed collateral for a defaulted consumer loan may not provide an adequate source of repayment of the outstanding loan balance as a result of damage, loss or depreciation. The remaining deficiency often does not warrant further substantial collection efforts against the borrower beyond obtaining a deficiency judgment. In addition, consumer loan collections are dependent on the borrower’s continuing financial stability, and thus, are more likely to be adversely affected by job loss, divorce, illness or personal bankruptcy, all of which increase when the economy is weak. Furthermore, the application of various Federal and state laws, including Federal and state bankruptcy and insolvency laws, may limit the amount that can be recovered on such loans. At December 31, 2008, consumer loans, including credit card loans, totaled approximately 2.0% of our total loan portfolio.
We may elect, or be required, to make further increases in our provisions for loan losses and to charge off additional loans in the future, which could adversely affect our results of operations.
     For the year ended December 31, 2008, we recorded a provision for loan losses of $9.5 million, compared to $3.6 million for the year ended December 31, 2007, which has adversely affected our results of operations for 2008. We also recorded net loan charge-offs of $8.6 million for the year ended December 31, 2008, compared to $1.0 million for the year ended December 31, 2007. We are experiencing increasing loan delinquencies and credit losses. Generally, our non- performing loans and assets reflect operating difficulties of individual borrowers resulting from weakness in the economy. In addition, slowing sales in certain housing markets have been a contributing factor to the increase in non-performing loans as well as the increase in delinquencies. We have modified $8.2 million of loans, predominantly commercial and commercial real estate loans, which we identified as possibly becoming nonperforming. At December 31, 2008, our total non-performing assets, excluding these modified loans, had increased to $21.5 million compared to $18.5 million at December 31, 2007. If current trends in the housing and real estate markets continue, coupled with the downsizing of the U.S. auto industry which is significant to the southeastern Michigan region, we expect that we will continue to experience increased delinquencies and credit losses. Moreover, if a recession continues, we expect that it would further negatively impact economic conditions and we could experience significantly higher delinquencies and credit losses. An

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COMMUNITY CENTRAL BANK CORPORATION
FORM 10-K (continued)
increase in our credit losses or our provision for loan losses would adversely affect our financial condition and results of operations, perhaps materially.
If our allowance for loan losses is not sufficient to cover actual loan losses, or if we are required to increase our provision for loan losses, our results of operations and financial condition could be materially adversely affected.
     We make various assumptions and judgments about the collectibility of our loan portfolio, including the creditworthiness of our borrowers and the value of the real estate and other assets serving as collateral for the repayment of many of our loans. In addition, future rate resets on adjustable rate loans could drive increases in delinquencies and ultimately losses on these loans beyond that which has been provided for in the allowance for loan losses. In determining the amount of the allowance for loan losses, we review our loans and the loss and delinquency experience, and evaluate economic conditions. If our assumptions are incorrect, the allowance for loan losses may not be sufficient to cover losses inherent in our loan portfolio, resulting in the need for additions to our allowance through an increase in the provision for loan losses. Material additions to the allowance or increases in our provision for loan losses could have a material adverse effect on our financial condition and results of operations.
     In addition, bank regulators periodically review our allowance for loan losses and may require us to increase our provision for loan losses or recognize further loan charge-offs. Any increase in our allowance for loan losses or loan charge-offs as required by these regulatory authorities may have a material adverse effect on our financial condition and results of operations.
     Furthermore, we may elect to increase our provision for loan losses in light of our assessment of economic conditions and other factors from time to time. For example, as described under the risk factor “ - We may elect, or be required, to make further increases in our provisions for loan losses and to charge off additional loans in the future, which could adversely affect our results of operations” above, we increased our provision for loan losses during 2008, which adversely affected our results of operations. We may elect, or be required, to make further increases in our quarterly provision for loan losses in the future, particularly if economic conditions continue to deteriorate, which may have a material adverse effect on our financial condition and results of operations.
Changes in economic conditions or interest rates may negatively affect our earnings, capital and liquidity.
     The results of operations for financial institutions, including the Bank, may be materially and adversely affected by changes in prevailing local and national economic conditions, including declines in real estate market values, rapid increases or decreases in interest rates and changes in the monetary and fiscal policies of the federal government. Our profitability is heavily influenced by the spread between the interest rates we earn on investments and loans and the interest rates we pay on deposits and other interest-bearing liabilities. Substantially all our loans are to businesses and individuals in Southeastern Michigan and any decline in the economy of this area could adversely affect us. Like most banking institutions, our net interest spread and margin will be affected by general economic conditions and other factors that influence market interest rates and our ability to respond to changes in these rates. At any given time, our assets and liabilities may be such that they are affected differently by a given change in interest rates.
Our deposit insurance premiums are expected to increase substantially, which will adversely affect our profits.
     Our deposit insurance expense for the year ended December 31, 2008 was $410,000 compared to $283,000 for the same period in 2007. Deposit insurance premiums are expected to continue to increase in 2009 due to recent strains on the FDIC deposit insurance fund resulting from the cost of large bank failures and increase in the number of troubled banks.
     The FDIC assesses deposit insurance premiums on all FDIC-insured institutions quarterly based on annualized rates for four risk categories. Each institution is assigned to one of four risk categories based on its capital, supervisory ratings and other factors. Well capitalized institutions that are financially sound with only a few minor weaknesses are assigned to Risk Category I. Risk Categories II, III and IV present progressively greater risks to the DIF. Under FDIC’s risk-based assessment rules, effective April 1, 2009, the initial base assessment rates prior to adjustments range from 12 to 16 basis points for Risk Category I, and are 22 basis points for Risk Category II, 32 basis points for Risk Category III, and 45 basis points for Risk Category IV. Initial base assessment rates are subject to adjustments based on an institution’s unsecured debt, secured liabilities and brokered deposits, such that

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COMMUNITY CENTRAL BANK CORPORATION
FORM 10-K (continued)
the total base assessment rates after adjustments range from 7 to 24 basis points for Risk Category I, 17 to 43 basis points for Risk Category II, 27 to 58 basis points for Risk Category III, and 40 to 77.5 basis points for Risk Category IV.
     The rule also includes authority for the FDIC to increase or decrease total base assessment rates in the future by as much as three basis points without a formal rulemaking proceeding.
     In addition to the regular quarterly assessments, due to losses and projected losses attributed to failed institutions, the FDIC has adopted a rule, effective April 1, 2009, imposing on every insured institution a special assessment equal to 20 basis points of its assessment base as of June 30, 2009, to be collected on September 30, 2009. There is a proposal under discussion, under which the FDIC’s line of credit with the U.S. Treasury would be increased and the FDIC would reduce the special assessment to 10 basis points. There can be no assurance whether the proposal will become effective. The special assessment rule also authorizes the FDIC to impose additional special assessments if the reserve ratio of the DIF is estimated to fall to a level that the FDIC’s board believes would adversely affect public confidence or that is close to zero or negative. Any additional special assessment would be in amount up to 10 basis points on the assessment base for the quarter in which it is imposed and would be collected at the end of the following quarter.
Our funding sources may prove insufficient to fund our balance sheet activities, replace deposits at maturity and support our future growth.
     Historically we relied on wholesale borrowings to help fund our lending activities. We borrow on a collateralized basis from the Federal Home Loan Bank of Indianapolis, or the FHLB. At December 31, 2008, we had outstanding approximately $108.2 million of FHLB advances, $276.5 million in certificates of deposit (which included $166.4 million of brokered certificates of deposit, $6.0 million in municipal deposits, and $1.1 million in Internet deposits) and an additional $62.5 million in unused liquidity. Unused liquidity comprised Fed Funds sold, usable cash at corrpespondent banks, unpledged available for sale and trading securities and available advances at the FHLB. Our liquidity would be negatively affected if we no longer had access to these funds. Actions by the FHLB, or limitations on our available collateral, or adverse regulatory action against us may reduce or eliminate our borrowing capacity or may limit our ability to continue to attract deposits at competitive rates. Such events could have a material adverse impact on our results of operations and financial condition.
     Future regulatory actions may adversely impact our ability to raise funds through deposits. In particular, there is currently no restriction on our ability to acquire deposits through deposit brokers or on the rates we may offer on deposits to attract customers. If our capital position were to deteriorate, or other circumstances were to occur, such that we become classified as an “adequately capitalized” institution (or in any lower regulatory capital category), we could be prohibited from acquiring funds through deposit brokers and from paying rates on deposits that are significantly higher than the prevailing rates of interest on deposits offered by insured depository institutions in our normal market area.
     Our ability to borrow could also be impaired by factors that are not specific to us, such as a disruption in the financial markets or negative views and expectations about the prospects for the financial services industry in light of the recent turmoil faced by banking organizations and the continued deterioration in credit markets.
     Additionally, adverse operating results or changes in industry conditions could lead to difficulty or an inability to access these additional funding sources. Our financial flexibility will be severely constrained if we are unable to maintain our access to funding or if adequate financing is not available to accommodate future growth at acceptable interest rates. Finally, if we are required to rely more heavily on more expensive funding sources to support future growth, our revenues may not increase proportionately to cover our costs. In this case, our operating margins and profitability would be adversely affected.
We may elect or be compelled to seek additional capital in the future, but that capital may not be available when it is needed.
     We are required by federal and state regulatory authorities to maintain adequate levels of capital to support our operations. In addition, we may elect to raise additional capital to support our business or to finance acquisitions, if any, or we may otherwise elect or to raise additional capital. In that regard, a number of financial

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COMMUNITY CENTRAL BANK CORPORATION
FORM 10-K (continued)
institutions have recently raised considerable amounts of capital as a result of deterioration in their results of operations and financial condition arising from the turmoil in the mortgage loan market, deteriorating economic conditions, declines in real estate values and other factors. Should we be required by regulatory authorities to raise additional capital, we may seek to do so through the issuance of, among other things, our common stock or preferred stock.
     Our ability to raise additional capital, if needed, will depend on conditions in the capital markets, economic conditions and a number of other factors, many of which are outside our control, and on our financial performance. Additional capital, if needed, may not be available to us, or, if available, may not be available on acceptable terms. If additional capital is unavailable, when needed, or is not available on reasonable terms, our growth and future prospects could be adversely affected.
We rely heavily on our management and other key personnel, and the loss of any of them may adversely effect our operations.
     We continue to be dependent upon the services of our executive officers and other senior managers and commercial lenders. The loss of services of any of these individuals could have a material adverse impact on our operations because other officers may not have the experience and expertise to readily replace these individuals. Additionally, our future success and growth will depend upon our ability to recruit and retain highly skilled employees with strong community relationships and specialized knowledge in the financial services industry. The level of competition in our industry for people with these skills is intense, and our inability to successfully recruit qualified people and retain them could have a material adverse effect on our business, financial condition and results of operations. We have key man life insurance in the form of Bank Owned Life Insurance on selected executive officers, but this insurance is only applicable on the death of one or more of these individuals.
Our future success in dependent on our ability to compete effectively in the highly competitive banking industry.
     We face substantial competition in all phases of our operations from a variety of different competitors. Our future growth and success will depend on our ability to compete effectively in this highly competitive environment. We compete for deposits, loans and other financial services with numerous Michigan-based and out-of-state banks, thrifts, credit unions, investment banks and other financial institutions as well as other entities which provide financial services. Some of the financial institutions and financial services organizations with which we compete are not subject to the same degree of regulation as we are. Most of our competitors have been in business for many years, have established customer bases, are larger, and have substantially higher lending limits than we do. The financial services industry is also likely to become more competitive as further technological advances enable more companies to provide financial services. These technological advances may diminish the importance of depository institutions and other financial intermediaries in the transfer of funds between parties.
We are subject to extensive regulation which could adversely affect our business.
     Our operations are subject to extensive regulation by federal, state and local governmental authorities and are subject to various laws and judicial and administrative decisions imposing requirements and restrictions on part or all of our operations. These regulations are primarily intended to protect customers, not our creditors or stockholders. Because our business is highly regulated, the laws, rules and regulations applicable to it are subject to regular modification and change. Regulatory authorities have extensive discretion in their supervisory and enforcement activities, including the imposition of restrictions on our operations, the classification of our assets and determination of the level of our allowance for loan losses. Any change in this regulation and oversight, whether in the form of regulatory policy, regulations, legislation or supervisory action, may have a material impact on our operations or otherwise materially and adversely affect our business, financial condition, prospects or profitability.
We continually encounter technological changes, and we may have fewer resources than our competitors to continue to invest in technological improvements.
     The financial services industry is undergoing rapid technological changes, with frequent introductions of new technology-driven products and services. The effective use of technology increases efficiency and enables financial institutions to better serve customers and to reduce costs. Our future success will depend, in part, upon our ability to address the needs of our clients by using technology to provide products and services that will satisfy

10


Table of Contents

COMMUNITY CENTRAL BANK CORPORATION
FORM 10-K (continued)
client demands for convenience, as well as to create additional efficiencies in our operations. Many national vendors provide turn-key services to community banks, such as internet banking and remote deposit capture, which allow smaller banks to compete with competitors that have substantially greater resources to invest in technological improvements. We, however, may not be able to effectively implement new technology-driven products and services or be successful in marketing these products and services to our customers.
Our articles of incorporation and by-laws and Michigan laws contain certain provisions that could make a takeover more difficult.
     Our articles of incorporation and by-laws, and the laws of Michigan, include provisions which are designed to provide our board of directors with time to consider whether a hostile takeover offer is in the best interest of the Corporation and our stockholders. These provisions, however, could discourage potential acquisition proposals and could delay or prevent a change in control. The provisions also could diminish the opportunities for a holder of our common stock to participate in tender offers, including tender offers at a price above the then-current price for our common stock. These provisions could also prevent transactions in which our stockholders might otherwise receive a premium for their shares over then current market prices, and may limit the ability of our stockholders to approve transactions that they may deem to be in their best interests.
     The Michigan Business Corporation Act contains provisions intended to protect stockholders and prohibit or discourage certain types of hostile takeover activities. In addition to these provisions and the provisions of our articles of incorporation and by-laws, Federal law requires the Federal Reserve Board’s approval prior to acquisition of “control” of a bank holding company. All of these provisions may have the effect of delaying or preventing a change in control at the Company level without action by our stockholders, and therefore, could adversely affect the price of our common stock.
Our ability to pay dividends is limited by law and contract.
     We are a holding company and substantially all of our assets are held by Community Central Bank, our wholly owned subsidiary. Our ability to make dividend payments to our stockholders depends primarily on available cash resources at the Company level and dividends from the Bank. Dividend payments or extensions of credit from the Bank are subject to regulatory limitations, generally based on capital levels and current and retained earnings, imposed by regulatory agencies with authority over the Bank. The ability of the Bank to pay dividends is also subject to its profitability, financial condition, capital expenditures and other cash flow requirements. We are also prohibited from paying dividends on our common stock if the required payments on our subordinated debentures have not been made. The Bank may not be able to pay dividends to us in the future. In November 2008, we announced a temporary suspension of the Company’s quarterly cash dividend payable to stockholders. This action was taken to preserve capital in order to leverage it into financing for local businesses. Our Board of Directors also adopted a voluntary resolution at the urging of the Federal Reserve Board, our primary federal regulator, requiring the filing of prior notice with and non-objection by the Federal Reserve Board with respect to the payment of any dividends on our common stock or preferred stock, including the Preferred Stock. No assurances can be given that any dividends will be paid in the future or, if paid, the amount or frequency of any dividends.
There is a limited trading market for our common stock.
     Our common stock is traded on the NASDAQ Global Market under the symbol “CCBD.” The development and maintenance of an active public trading market depends upon the existence of willing buyers and sellers, the presence of which is beyond our control. While we are a publicly-traded company, the volume of trading activity in our stock is still relatively limited. Even if a more active market develops, there can be no assurance that such a market will continue, or that our stockholders will be able to sell their shares at or above the offering price.
     The price of our common stock has been, and will likely continue to be, subject to fluctuations based on, among other things, economic and market conditions for bank holding companies and the stock market in general, as well as changes in investor perceptions of the Company. The issuance of new shares of our common stock or securities convertible into common stock also may affect the market for our common stock.

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COMMUNITY CENTRAL BANK CORPORATION
FORM 10-K (continued)
Item 1B. Unresolved Staff Comments
     None
Item 2. Properties
     The Corporation owns two facilities, its main branch office facility and its corporate and bank headquarters, located in the downtown business district of Mount Clemens, Michigan. The main branch office location contains a full service branch and houses our IT operations. The corporate headquarters houses our executive officers and administrative office staff, as well as commercial lending, trust, wealth management and the mortgage company operations. The Corporation leases three operational full service branch locations in Rochester Hills, Grosse Pointe Farms, and Grosse Pointe Woods, Michigan. The Rochester Hills branch lease has 5 years remaining on its initial term, with a 10 year renewal option. The Grosse Pointe Farms branch location which opened in June 2006 has a 8 years remaining on the lease with a 10 year renewal option. The lease for the new Grosse Pointe Woods location which opened in June of 2008 is for a 10 year term with a 10 year renewal option. The mortgage company, a subsidiary of the Corporation and the Bank, has a loan production office located in Mount Clemens, to serve the Detroit metropolitan areas. Additionally, the mortgage company operates an office in Merrillville and Avon, Indiana, with a short-term leases.
Item 3. Legal Proceedings
     From time to time, the Corporation and the Bank may be involved in various legal proceedings that are incidental to their business. In the opinion of management, neither the Corporation nor the Bank is a party to any current legal proceedings that are material to the financial condition of the Corporation or the Bank, either individually or in the aggregate.
Item 4. Submission of Matters to a Vote of Security Holders
     None
PART II
Item 5. Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities.
     The information shown under the caption “Stockholder Information” on page 62 of the Stockholder Report filed as Exhibit 13 to this Form 10-K is incorporated herein by reference. See Part III, Item 12 of the Form 10-K for information regarding securities authorized for issuance under our equity compensation plans.
Item 6. Selected Financial Data
     The information presented under the caption “Management’s Discussion and Analysis of Financial Condition and Results of Operations” on pages 41 and 61 of the Stockholder report filed as Exhibit 13 to this Form 10-K is incorporated herein by reference.
Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations.
     The information presented under the caption “Management’s Discussion and Analysis of Financial Condition and Results of Operations” on pages 41 to 61 of the Stockholder Report filed as Exhibit 13 to this Form 10-K is incorporated herein by reference.
Item 7A. Quantitative and Qualitative Disclosure About Market Risk.
     The information presented under the caption “Management’s Discussion and Analysis of Financial Condition and Results of Operations” on pages 41 to 61 of the Stockholder report filed as Exhibit 13 to this Form 10-K is incorporated herein by reference.

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Table of Contents

COMMUNITY CENTRAL BANK CORPORATION
FORM 10-K (continued)
Item 8. Financial Statements and Supplementary Data
     The information presented under the captions “Consolidated Balance Sheet,” “Consolidated Statement of Income,” “Consolidated Statement of Comprehensive Income,” “Consolidated Statement of Changes in Stockholders’ Equity,” “Consolidated Statement of Cash Flow,” and “Notes to Consolidated Financial Statements,” on pages 1 through 40 of the Stockholder Report filed as Exhibit 13 to this Form 10-K, as well as the Report of Independent Registered Public Accounting Firm of Plante & Moran, PLLC, dated March 30, 2009, included in the Stockholder Report, are incorporated herein by reference.
Item 9. Changes in and Disagreements with Accountants on Accounting and Financial Disclosure
     There are no changes in or disagreements with accountants on accounting and financial disclosure.
Item 9A(T). Controls and Procedures
(a) Evaluation of Disclosure Controls and Procedures: An evaluation of the Corporation’s disclosure controls and procedures (as defined in Section 13a-15(e) of the Securities Exchange Act of 1934 (the “Exchange Act”)) as of December 31, 2008, was carried out under the supervision and with the participation of the Corporation’s Chief Executive Officer, Principal Financial Officer and several other members of the Corporation’s senior management. The Corporation’s Chief Executive Officer and Principal Financial Officer concluded that the Corporation’s disclosure controls and procedures as currently in effect are effective in ensuring that the information required to be disclosed by the Corporation in the reports it files or submits under the Exchange Act is (i) accumulated and communicated to the Corporation’s management (including the Chief Executive Officer and Principal Financial Officer) in a timely manner, and (ii) recorded, processed, summarized and reported within the time periods specified in the SEC’s rules and forms.
     The Corporation intends to continually review and evaluate the design and effectiveness of its disclosure controls and procedures and to improve its controls and procedures over time and to correct any deficiencies that it may discover in the future. The goal is to ensure that senior management has timely access to all material non-financial information concerning the Corporation’s business. While the Corporation believes the present design of its disclosure controls and procedures is effective to achieve its goal, future events affecting its business may cause the Corporation to modify its disclosure controls and procedures.
(b) Management’s Report on Internal Control Over Financial Reporting: Management of Community Central Bank Corporation and its subsidiary (the “Corporation”) is responsible for establishing and maintaining an effective system of internal control over financial reporting. The Corporation’s system of internal control over financial reporting is designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. There are inherent liabilities in the effectiveness of any system of internal control over financial reporting, including the possibility of human error and circumvention or overriding of controls. Accordingly, even an effective system of internal control over financial reporting can provide only reasonable assurance with respect to financial statement preparation. Projections of any evaluation of effectiveness to future periods are subject to the risks that controls may become inadequate because of changes in conditions or that the degree of compliance with the policies or procedures may deteriorate.
     Management assessed the Corporation’s systems of internal control over financial reporting as of December 31, 2007. This assessment was based on criteria for effective internal control over financial reporting described in Internal Control — Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission. Based on this assessment, management believes that, as of December 31, 2008, the Corporation maintained effective internal control over financial reporting based on those criteria.
     This annual report does not include an attestation report of the Corporation’s registered public accounting firm regarding internal control over financial reporting. Management’s report was not subject to attestation by the Corporation’s registered public accounting firm pursuant to temporary rules of the Securities and Exchange Commission that permit the Corporation to provide only management’s report in this annual report.

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Table of Contents

COMMUNITY CENTRAL BANK CORPORATION
FORM 10-K (continued)
(c) Changes in Internal Control Over Financial Reporting: There have been no changes in our internal control over financial reporting (as defined in 13a-15(f) of the Exchange Act) that occurred during the quarter ended December 31, 2008, that has materially affected, or is reasonably likely to materially affect, our internal control over financial reporting.
Item 9B. Other Information
     None
PART III
Item 10. Directors, Executive Officers and Corporate Governance.
     Directors. The information presented under the caption “Election of Directors – Information about Directors and Nominees as Directors” in the Proxy Statement of the Corporation for its Annual Meeting of Stockholders to be held on May 19, 2009, (the “Proxy Statement”), a copy of which has been filed with the Securities and Exchange Commission, is incorporated herein by reference.
     Executive Officers. Information concerning Executive Officers of the Corporation is presented under the caption “Executive Officers” in Part I of this Form 10-K and is incorporated herein by reference.
     Audit Committee Financial Expert. Information concerning the Corporation’s “audit committee financial expert” is presented under the caption “Board Meetings, Board Committees and Corporate Governance Matters – ‘Independent’ Directors” in the Proxy Statement and is incorporated herein by reference.
     Compliance with Section 16(a). Based solely on our review of copies of reports filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, as amended or written representations from persons required filing such reports, we believe that all filings required to be made were timely made in accordance with the requirements of the Securities Exchange Act of 1934.
     Code of Ethics. We have adopted a written Code of Business Conduct and Ethics that applies to our principal executive officer, principal financial officer, principal accounting officer, and persons performing similar functions, and to all of our other employees and our directors. A copy of the Corporation’s Code of Business Conduct and Ethics was filed with the SEC as Exhibit 14 to the Corporation’s Annual Report on Form 10-KSB for the year ended December 31, 2003 and is posted on the shareholder relations section of our web site at www.communitycentralbank.com.
Item 11. Executive Compensation.
     The information presented under the captions “Executive Compensation,” and “Director Compensation” in the Proxy Statement is incorporated herein by reference.
Item 12. Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters.
     The information presented under the caption “Stock Ownership of Certain Beneficial Owners and Management” in the Proxy Statement is incorporated herein by reference.

14


Table of Contents

COMMUNITY CENTRAL BANK CORPORATION
FORM 10-K (continued)
     The following table provides information as of December 31, 2008 with respect to shares of Corporation’s common stock that may be issued under our existing equity compensation plans and arrangements, which include the Corporation’s 1996 Employee Stock Option Plan, 1999 Stock Option Plan for Directors, 2000 Employee Stock Option Plan and 2002 Incentive Plan, as amended. Each of these plans has been approved by the Corporation’s stockholders and filed with the SEC. All amounts in the table have been adjusted to reflect the effects of stock dividends paid by the Corporation.
                         
                    Number of securities
                    remaining available for
    Number of securities to           future issuance under
    be issued upon   Weighted-average   equity compensation
    exercise   exercise price of   plans. (excluding
    of outstanding Option,   outstanding options,   securities reflected in
    warrants and rights.   warrants and rights.   column (a)).
Plan Category   (a)   (b)   (c)
Equity Compensation plans approved by security holders
    303,475     $ 7.91       66,479  
Equity compensation plans not approved by security holders
  None     None     None
Total
    303,475     $ 7.91       66,479  
Item 13. Certain Relationships and Related Transactions, and Director Independence.
     The information presented under the captions “Board Meetings, Board Committees and Corporate Governance Matters” and “Certain Transactions” in the Proxy Statement is incorporated herein by reference.
Item 14. Principal Accounting Fees and Services.
     The information presented under the caption “Selection and Relationship with Independent Auditor” in the Proxy Statement is incorporated herein by reference.
Part IV
Item 15. Exhibits, Financial Statement Schedules
  (a)(1)   Financial Statements. The following financial statements and reports of Independent Registered Public Accounting Firm of Community Central Bank Corporation are filed as part of this report:
 
      Reports of Independent Registered Public Accounting Firm dated March 30, 2009
 
      Consolidated Balance Sheet – December 31, 2008 and 2007
 
      Consolidated Statement of Income for each of the three years in the period ended December 31, 2008
 
      Consolidated Statement of Comprehensive Income for each of the three years in the period ended December 31, 2008
 
      Consolidated Statements of Changes in Stockholders’ Equity for each of the three years in the period ended December 31, 2008
 
      Consolidated Statement of Cash Flow for each of the three years in the period ended December 31, 2008
 
      Notes to Consolidated Financial Statements, the financial statements, the notes to financial statements, and the report of independent registered public accounting firm listed above are incorporated by reference in Item 8 of this report.
 
  (a)(2)   Financial Statement Schedules
 
      Not applicable.

15


Table of Contents

COMMUNITY CENTRAL BANK CORPORATION
FORM 10-K (continued)
  (a)(3) See Exhibits below
(b) Exhibits
          The exhibits to this report on Form 10-K are listed below.
  3.1   Articles of Incorporation are incorporated by reference to Exhibit 3.1 of the Corporation’s Registration Statement on Form SB-2 (SEC File No. 333-04113).
 
  3.2   Bylaws, as amended, of the Corporation are incorporated by reference to Exhibit 3 of the Corporation’s Current Report on Form 8-Kfiled on September 19, 2007 (SEC File No. 000-33373).
 
  4.1   Specimen stock certificate of Community Central Bank Corporation is incorporated by reference to Exhibit 4.2 of the Corporation’s Registration Statement on Form SB-2 (SEC File No. 333-04113).
 
  4.2   Certificate of Designation of Community Central Bank Corporation filed on December 30, 2008 with the State of Michigan designating the preferences, limitations, voting powers and relative rights of the Series A Preferred Stock, is incorporated by reference to Exhibit 4.1 of the Corporation’s Current Report on Form 8-K filed on January 6, 2009. (SEC File No. 000-33373)
 
  10.1   1996 Employee Stock Option Plan is incorporated by reference to Exhibit 10.1 of the Corporation’s Registration Statement on Form SB-2 (SEC File No. 333-04113).
 
  10.2   2000 Employee Stock Option Plan is incorporated by reference to Exhibit 10.6 of the Corporation’s Annual Report on Form 10-KSB for the year ended December 31, 2000 (SEC File No. 000-33373).
 
  10.3   2002 Incentive Plan is incorporated by reference to Exhibit 10.7 of the Corporation’s Annual Report on Form 10-KSB for the year ended December 31, 2001 (SEC File No. 000-33373).
 
  10.4   Community Central Bank Supplemental Executive Retirement Plan, as amended, and Individual Participant Agreements are incorporated by reference to Exhibit 10.6 of the Corporation’s Annual Report on Form 10-K for the year ended December 31, 2006 (SEC File No. 000-33373).
 
  10.5   Community Central Bank Death Benefit Plan, as amended, is incorporated by reference to Exhibit 10.7 of the Corporation’s Annual Report on Form 10-K for the year ended December 31, 2006 (SEC File No. 000-33373).
 
  10.6   Form of Incentive Stock Option Agreement incorporated by reference to Exhibit 99.1 of the Corporation’s Current Report on Form 8-K filed on March 25, 2005. (SEC File No. 000-33373)
 
  10.7   Form of Non-qualified Stock Option Agreement incorporated by reference to Exhibit 99.1 of the Corporation’s Current Report on Form 8-K filed on January 17, 2006. (SEC File No. 000-33373)
 
  10.8   Summary of Current Director Fee Arrangements is incorporated by reference to Exhibit 10.10 of the Corporation’s Annual Report on Form 10-KSB for the year ended December 31, 2004. (SEC File No. 000-33373)
 
  11   Computation of Per Share Earnings
 
  13   2008 Stockholder Report (Except for the portions of the 2008 Stockholder Report that are expressly incorporated by reference in this Annual Report on Form 10-K, the 2008 Stockholder Report of the Corporation shall not be deemed filed as a part hereof.)
 
  14   Code of Business Conduct and Ethics is incorporated by reference to Exhibit 14 of the Corporation’s Form 10-KSB for the year ended December 31, 2003 (SEC File No. 000-33373).
 
  21   List of subsidiaries of the Corporation
 
  23   Consent of Independent Registered Public Accounting Firm
 
  31.1   Rule 13a – 14(a) Certification (Chief Executive Officer)
 
  31.2   Rule 13a – 14(a) Certification (Chief Financial Officer)
 
  32   Rule 1350 Certifications

16


Table of Contents

COMMUNITY CENTRAL BANK CORPORATION
FORM 10-K (continued)
SIGNATURE
     Pursuant to the requirements of Section 13 or 15(d) of the Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized, on March 31, 2009:
         
 
       
    COMMUNITY CENTRAL BANK CORPORATION
 
       
 
  /S/ DAVID A. WIDLAK
 
David A. Widlak; President and
Chief Executive Officer
(Duly authorized officer)
   
     Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of the registrant and in the capacities indicated on March 31, 2009:
         
/S/ GEBRAN S. ANTON
 
Gebran S. Anton; Director
  /S/ JAMES T. MESTDAGH
 
James T. Mestdagh; Director
   
 
       
/S/ SALVATORE COTTONE
 
Salvatore Cottone; Director
  /S/ DEAN S. PETITPREN
 
Dean S. Petitpren; Chairman Director
   
 
       
/S/ CELESTINA GILES
 
Celestina Giles; Director
  /S/ JOHN W. STROH, III
 
John W. Stroh, III; Director
   
 
       
/S/ JOSEPH F. JEANNETTE
 
Joseph F. Jeannette; Director
  /S/ DAVID A. WIDLAK
 
David A. Widlak; President and Chief
   
 
  Executive Officer and Director
(principal executive officer) 
 
/S/ RAY T. COLONIUS
 
Ray T. Colonius, EVP & CFO
(principal financial and accounting officer)
     

17


Table of Contents

COMMUNITY CENTRAL BANK CORPORATION
FORM 10-K (continued)
EXHIBIT INDEX
      
EXHIBIT NUMBER   EXHIBIT DESCRIPTION
 
   
11
  Computation of Per Share Earnings
 
   
13
  2008 Stockholder Report. Except for the portions of the 2008 Stockholder Report that are expressly incorporated by reference in this Annual Report on Form 10-K, the 2008 Stockholder Report of the Corporation shall not be deemed filed as a part hereof.
 
   
21
  List of subsidiaries of the Corporation
 
   
23
  Consent of Independent Registered Public Accounting Firm
 
   
31.1
  Rule 13a – 14(a) Certification (Chief Executive Officer)
 
   
31.2
  Rule 13a – 14(a) Certification (Chief Financial Officer)
 
   
32
  Rule 1350 Certification

18

EX-11 2 k47631exv11.htm EX-11 exv11
EXHIBIT 11
COMPUTATION OF PER SHARE EARNINGS
                         
    Year Ended December 31,  
    2008     2007     2006  
    (In thousands, except per share data)  
BASIC
                       
 
                       
Net Income (Loss)
  $ (1,962 )   $ 724     $ 2,096  
/ Weighted Average Shares
    3,731       3,833       4,014  
 
                       
Basic Earnings Per Share
    ($0.53 )   $ 0.19     $ 0.52  
 
                 
 
                       
DILUTED
                       
 
                       
Net Income (Loss)
  $ (1,962 )   $ 724     $ 2,096  
/ Weighted Average Shares
    3,737       3,875       4,081  
 
                       
Diluted Earnings Per Share
  $ (0.53 )   $ 0.19     $ 0.51  
 
                 
 
Notes:
 
-   Where applicable, diluted share computations include the effects of outstanding stock options.

20

EX-13 3 k47631exv13.htm EX-13 exv13
Exhibit 13
COMMUNITY CENTRAL BANK
CORPORATION
Report of Independent Registered Public
Accounting Firm
and
Stockholder Report
December 31, 2008

 


 

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Suite 500
2601 Cambridge Court
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Report of Independent Registered Accounting Firm
Board of Directors and Stockholders
Community Central Bank Corporation
Mount Clemens, Michigan
We have audited the accompanying consolidated balance sheet of Community Central Bank Corporation as of December 31, 2008 and 2007, and the related consolidated statements of income, comprehensive income, changes in stockholders’ equity, and cash flows for the years ended December 31, 2008, 2007 and 2006. These consolidated financial statements are the responsibility of the Corporation’s management. Our responsibility is to express an opinion on these financial statements based on our audits.
We conducted our audits in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the consolidated financial statements are free of material misstatement. The Company is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. Our audit included consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Company’s internal control over financial reporting. Accordingly, we express no such opinion. An audit also includes examining, on a test basis, evidence supporting the amounts and disclosures in the consolidated financial statements, assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion.
In our opinion, the consolidated financial statements referred to above present fairly, in all material respects, the consolidated financial position of Community Central Bank Corporation as of December 31, 2007 and 2006, and the results of its operations for the years ended December 31, 2008, 2007 and 2006, in conformity with accounting principles generally accepted in the United States of America.
Our audit was conducted for the purpose of forming an opinion on the consolidated basic financial statements taken as a whole. The information contained in Notes 3, 4 and 5, pertaining to 2005 and 2004 is presented for the purposes of additional analysis and is not a required part of the consolidated basic financial statements. Such information has been subjected to the auditing procedures applied in the audit of the consolidated basic financial statements and, in our opinion, is fairly stated in all material respects in relation to the consolidated basic financial statements taken as a whole.
(PLANTE & MORAN, PLLC)
Auburn Hills, Michigan
March 30, 2009
(PRAXITY LOGO)


 

Community Central Bank Corporation
Consolidated Balance Sheet
                 
    December 31,  
    2008     2007  
    (In thousands)  
Assets
               
Cash and Cash Equivalents
               
Cash and due from banks (Note 2)
  $ 9,162     $ 6,183  
Federal funds sold
    7,000       3,000  
 
           
Total Cash and Cash Equivalents
    16,162       9,183  
 
               
Trading securities at fair value option (Note 3)
    17,463       20,115  
Securities available for sale, at fair value (Note 3)
    76,552       66,809  
Securities held to maturity, at amortized cost (Note 3)
    1,515       977  
FHLB stock
    5,877       5,527  
Residential mortgage loans held for sale
    3,302       4,848  
 
Loans (Note 4)
               
Commercial real estate
    284,811       264,685  
Commercial and industrial
    38,714       33,039  
Residential real estate
    54,409       60,799  
Home equity lines of credit
    21,230       20,906  
Consumer loans
    7,107       9,754  
Credit card loans
    846       729  
 
           
Total Loans
    407,117       389,912  
 
               
Allowance for Credit Losses (Note 5)
    (7,315 )     (6,403 )
 
           
Net Loans
    399,802       383,509  
 
               
Net property and equipment (Note 6)
    9,361       8,704  
Accrued interest receivable
    2,479       2,535  
Other real estate
    2,913       854  
Goodwill (Note 1)
    638       1,381  
Intangible assets, net of amortization (Note 1)
    80       107  
Cash surrender value of Bank Owned Life Insurance (Note 13)
    10,975       10,514  
Other assets (Note 16)
    9,831       5,242  
 
 
           
Total Assets
  $ 556,950     $ 520,305  
 
           
The accompanying notes are an integral part of the financial statements.

 


 

Community Central Bank Corporation
Consolidated Balance Sheet
                 
    December 31,  
    2008     2007  
    (In thousands, except share data)  
Liabilities
               
 
               
Deposits
               
Noninterest bearing demand deposits
  $ 34,169     $ 31,647  
NOW and money market accounts
    38,154       53,467  
Savings deposits
    8,585       9,326  
Time deposits (Note 7)
    276,468       234,195  
 
           
Total Deposits
    357,376       328,635  
 
               
Repurchase agreements (Note 8)
    39,394       32,659  
Federal Home Loan Bank advances ($5.0 million at fair value option at 12-31-2007) (Note 9)
    108,200       104,495  
Accrued interest payable
    1,050       1,018  
Other liabilities (Note 13)
    3,779       2,637  
ESOP note payable (Note 10)
          36  
Subordinated debenture (at fair value option) (Note 11)
    12,757       17,597  
 
           
Total Liabilities
    522,556       487,077  
 
               
Stockholders’ Equity (Note 12)
               
Preferred stock (7,000 shares authorized and 3,050 shares issued and outstanding at December 31, 2008)
    3,050        
Common stock (No par value; 9,000,000 shares authorized, and 3,734,781 and 3,733,081 issued and outstanding at December 31, 2008 and December 31, 2007, respectively)
    32,125       32,071  
Retained earnings
    (516 )     1,797  
Unearned employee benefit (Note 13)
          (36 )
Accumulated other comprehensive loss
    (265 )     (604 )
 
           
Total Stockholders’ Equity
    34,394       33,228  
 
               
 
           
Total Liabilities and Stockholders’ Equity
  $ 556,950     $ 520,305  
 
           
The accompanying notes are an integral part of the financial statements.

2


 

Community Central Bank Corporation
Consolidated Statement of Income
                         
    Year Ended December 31,  
    2008     2007     2006  
    (In thousands, except per share data)  
Interest Income
                       
Loans (including fees)
  $ 25,640     $ 27,904     $ 26,732  
Taxable securities
    3,743       3,018       3,203  
Tax exempt securities
    653       1,402       1,241  
Federal funds sold
    386       601       299  
 
                 
Total Interest Income
    30,422       32,925       31,475  
 
Interest Expense
                       
NOW and money market accounts
    745       2,335       1,176  
Savings deposits
    226       308       299  
Time deposits
    11,141       11,495       12,111  
Repurchase agreements and fed funds purchased
    1,144       912       432  
Federal Home Loan Bank advances
    4,884       4,059       3,936  
ESOP loan interest expense
    1       6       10  
Subordinated debentures
    906       1,620       928  
 
                 
Total Interest Expense
    19,047       20,735       18,892  
 
                 
 
                       
Net Interest Income
    11,375       12,190       12,583  
Provision for Credit Losses (Note 5)
    9,502       3,600       550  
 
 
                 
 
                       
Net Interest Income after Provision for Credit Losses
    1,873       8,590       12,033  
 
                       
Noninterest Income
                       
Fiduciary income
    370       437       289  
Deposit service charges
    488       419       357  
Net realized security (loss) gain (Note 3)
    214       (74 )     8  
Change in fair value of assets/liabilities carried at fair value under SFAS 159 (Note 21)
    7,541       1,392        
Mortgage banking income
    1,562       2,365       3,376  
Other income
    1,276       1,153       905  
 
                 
Total Noninterest Income
    11,451       5,692       4,935  
 
                       
Noninterest Expense
                       
Salaries, benefits and payroll taxes (Note 13)
    7,572       7,898       8,768  
Net occupancy expense (Note 14)
    1,822       1,806       1,865  
Other operating expense (Note 15)
    7,324       4,149       3,876  
 
                 
Total Noninterest Expense
    16,718       13,853       14,509  
 
                 
 
                       
Income (Loss) Before Taxes
    (3,394 )     429       2,459  
Provision for Income Tax (Benefit) Expense (Note 16)
    (1,432 )     (295 )     363  
 
                 
 
                       
Net Income (Loss)
  $ (1,962 )   $ 724     $ 2,096  
 
                 
The accompanying notes are an integral part of the financial statements.

3


 

Community Central Bank Corporation
Consolidated Statement of Income

(continued)
                         
    Year Ended December 31,
    2008   2007   2006
    (In thousands, except per share data)
Per share data:*
                       
Basic earnings
  $ (0.53 )   $ 0.19     $ 0.52  
 
Diluted earnings
  $ (0.53 )   $ 0.19     $ 0.51  
 
Cash dividends
  $ 0.10     $ 0.24     $ 0.24  
 
*   Per share data has been retroactively adjusted to reflect the issuance of stock dividends.
The accompanying notes are an integral part of the financial statements.

4


 

Community Central Bank Corporation
Consolidated Statement of Comprehensive Income
                         
    Year Ended December 31,  
    2008     2007     2006  
    (In thousands)  
Net Income (loss) as Reported
    ($1,962 )   $ 724     $ 2,096  
 
                       
Other Comprehensive Income
                       
Change in unrealized net gain (loss) on securities available for sale, net of tax of $175 in 2008, $(70) in 2007, and $(7) in 2006.
  $ 339       ($136 )     ($44 )
 
                 
 
                       
Comprehensive Income (loss)
    ($1,623 )   $ 588     $ 2,052  
 
                 
The accompanying notes are an integral part of the financial statements.

5


 

Community Central Bank Corporation
Consolidated Statement of Changes in Stockholders’ Equity
                                                 
                                    Accumulated        
                            Unearned     Other        
    Preferred     Common     Retained     Employee     Comprehensive     Total  
    Stock     Stock     Earnings     Benefits     Income (Loss)     Equity  
    (In thousands)  
Balance January 1, 2006
  $     $ 31,154     $ 5,245     $ (148 )   $ (719 )   $ 35,532  
Cash dividend
                (918 )                 (918 )
Stock awards
          31                         31  
Stock options exercised
          221                         221  
SFAS 123R
          23                         23  
Stock dividend (Note 12)
          2,120       (2,120 )                  
Net income for 2006
                2,096                   2,096  
Release of ESOP shares
          22             53             75  
Repurchase of common stock
          (351 )                       (351 )
Other comprehensive income
                            (44 )     (44 )
 
                                   
 
                                               
Balance December 31, 2006
  $     $ 33,220     $ 4,303     $ (95 )   $ (763 )   $ 36,665  
 
                                               
Cumulative effect of adoption of
SFAS 159
                (420 )                 (420 )
Cash dividend
                (931 )                 (931 )
Stock awards
          21                         21  
Stock options exercised
          320                         320  
SFAS 123R
          31                         31  
Stock dividend (Note 12)
          1,879       (1,879 )                  
Net income for 2007
                724                   724  
Release of ESOP shares
                      59             59  
Repurchase of common stock
          (3,400 )                       (3,400 )
Other comprehensive income
                            159       159  
 
                                   
 
                                               
Balance December 31, 2007
  $     $ 32,071     $ 1,797     $ (36 )   $ (604 )   $ 33,228  
 
                                   
 
                                               
Issuance of preferred stock
    3,050                               3,050  
Cash dividend
                (351 )                 (351 )
Stock awards
          17                         17  
SFAS 123R
          57                         57  
Stock dividend (Note 12)
                                   
Net loss for 2008
                (1,962 )                 (1,962 )
Release of ESOP shares
          (13 )           36             23  
Repurchase of common stock
          (7 )                       (7 )
Other comprehensive income
                            339       339  
 
                                   
 
                                               
Balance December 31, 2008
  $ 3,050     $ 32,125     $ (516 )   $     $ (265 )   $ 34,394  
 
                                   
The accompanying notes are an integral part of the financial statements.

6


 

Community Central Bank Corporation
Consolidated Statement of Cash Flow
                         
    Year Ended December 31,  
    2008     2007     2006  
    (In thousands, except per share data)  
Operating Activities
                       
Net income (loss)
    ($1,962 )   $ 724     $ 2,096  
Adjustments to reconcile net income to net cash flow from operating activities:
                       
Net amortization of security premium
    67       207       187  
Net (gain) loss on available for sale securities
    (214 )     74       (8 )
Net gain on instruments at fair value
    (7,541 )     (1,392 )      
Provision for credit losses
    9,502       3,600       550  
Depreciation expense
    667       705       718  
Deferred income tax (benefit) expense
    (943 )     (561 )     (24 )
ESOP compensation expense
    36       59       75  
SFAS 123R option expense
    57       31       23  
Stock awards
    17       21       31  
Decrease (increase) in accrued interest receivable
    56       64       (477 )
(Increase) decrease in other assets
    9,541       (2,040 )     (187 )
(Decrease) increase in accrued interest payable
    32       (239 )     319  
Increase in other liabilities
    1,142       1,008       647  
Loans originated held for sale
    (70,967 )     (109,956 )     (119,934 )
Loans sold held for sale
    72,513       108,548       120,779  
(Increase) decrease in other real estate
    (2,059 )     (746 )     4  
Impairment of goodwill
    743              
 
                 
Net Cash Provided By Operating Activities
    10,687       107       4,799  
Investing Activities
                       
Sales, maturities, calls and prepayments of securities available for sale
    70,241       55,952       33,537  
Purchases of securities available for sale
    (84,380 )     (41,999 )     (30,506 )
Maturities, calls, sales and prepayments of trading securities
    2,646       13,606        
Transfer and purchase of trading securities
          (33,402 )      
Maturities, calls, and prepayments of held to maturity securities
    124       36       158  
Purchases of held to maturity securities
    (1,265 )     (987 )     (295 )
Increase in loans
    (31,572 )     (23,641 )     (32,646 )
Purchases of property and equipment
    (1,324 )     (184 )     (1,190 )
Proceeds from sale of property and equipment
          60        
 
                 
Net Cash Used in Investing Activities
    (45,530 )     (30,559 )     (30,942 )
Financing Activities
                       
Net (decrease) increase in demand and savings deposits
    (13,532 )     (8,799 )     17,261  
Net (decrease) increase in time deposits
    42,273       (18,422 )     24,222  
Net increase in short term borrowings
    6,735       16,971       2,504  
Issuance of subordinate debentures
          18,557        
Redemption of subordinate debentures
          (10,310 )      
FHLB advances
    48,500       43,000       38,700  
FHLB advance repayments
    (44,810 )     (22,018 )     (41,717 )
Payment of ESOP debt
    (36 )     (59 )     (53 )
Stock options exercised
          320       221  
Preferred stock issuance
    3,050              
Cash dividends paid
    (351 )     (931 )     (918 )
Repurchase of stock
    (7 )     (3,400 )     (351 )
 
                 
Net Cash Provided by Financing Activities
    41,822       14,909       39,869  
 
                       
Increase (decrease) in Cash and Cash Equivalents
    6,979       (15,543 )     13,726  
Cash and Cash Equivalents at the Beginning of the Period
    9,183       24,726       11,000  
 
                 
Cash and Cash Equivalents at the End of the Period
  $ 16,162     $ 9,183     $ 24,726  
 
                 
Supplemental Disclosure of Cash Flow Information
                       
Interest paid
  $ 19,015     $ 20,974     $ 18,892  
Federal Taxes Paid
        $ 300     $ 175  
Loans transferred to other real estate owned
  $ 5,777     $ 878     $ 263  
 
                 

7


 

Community Central Bank Corporation
Notes to Consolidated Financial Statements

December 31, 2008 and 2007
(1) Summary of Significant Accounting Policies
The accounting and reporting policies of Community Central Bank Corporation (the “Corporation”) conform to accounting principles generally accepted in the United States of America. Management is required to make estimates and assumptions that affect the amounts reported in the financial statements and accompanying notes. Actual results could differ from those estimates and assumptions. Material estimates that are particularly susceptible to significant change in the near term relate to the determination of the allowance for loan losses, the valuation of certain financial instruments, investment securities, foreclosed real estate and deferred tax assets.
Principles of Consolidation: The consolidated financial statements include the accounts of the Corporation and its wholly-owned subsidiaries, Community Central Bank (the “Bank”) and Community Central Mortgage Company, LLC (“the Mortgage Company”). All significant intercompany transactions are eliminated in consolidation. The ownership structure of the Mortgage Company consists of one member, Community Central Bank owning 100% of the Mortgage Company.
Nature of Operations: Community Central Bank Corporation is the bank holding company for Community Central Bank in Mount Clemens, Michigan. The Bank opened for business in October 1996 and serves businesses and consumers across Macomb, Oakland, Wayne and St. Clair counties with a full range of lending, deposit, trust, wealth management and Internet banking services. The Bank operates four full service facilities in Mount Clemens, Rochester Hills, Grosse Pointe Farms and Grosse Pointe Woods, Michigan. Community Central Mortgage Company, LLC, a subsidiary of the Bank, operates locations servicing the Detroit metropolitan area and northwest Indiana. River Place Trust and Community Central Wealth Management are divisions of Community Central Bank. Community Central Insurance Agency, LLC is a wholly owned subsidiary of Community Central Bank.
Trading Securities: For certain investments in securities that would otherwise have been accounted for as available for sale, the Company has elected to apply fair value accounting in accordance with SFAS 159, “The Fair Value Option for Financial Assets and Financial Liabilities.” Those securities are carried at fair value, with changes in fair value of such investments recorded in earnings.
Fair Value Option for Financial Assets and Financial Liabilities: In February 2007, the Financial Accounting Standards Board issued Statement of Financial Accounting Standards No. 159 “The Fair Value Option for Financial Assets and Financial Liabilities” (SFAS 159). The statement permitted an entity to immediately elect the fair value option for existing eligible items. While not required to adopt the new statements until 2008, the Corporation elected to adopt it in the first quarter of 2007. The Corporation was also required to simultaneously adopt all the requirements under SFAS 157, “Fair Value Measurements.” As a result of the Corporation’s adoptions, certain financial instruments were valued at fair value using the fair value option. The determination of fair value of financial instruments involves material estimates that are susceptible to change.
The Corporation utilizes fair value measurements to record fair value adjustments to certain assets and liabilities and to determine fair value disclosures. Additionally, from time to time, the Corporation may be required to record at fair value other assets on a nonrecurring basis, such as loans held for sale, loans held for investment and certain other assets. These nonrecurring fair value adjustments typically involve application of lower of cost or market accounting or write-downs of individual assets.
Securities: On the balance sheet, securities held to maturity are stated at cost, adjusted for amortization of premium and accretion of discount. Securities classified as available for sale are those that may be sold in the future to meet investment objectives of quality, liquidity and yield, and to avoid significant market deterioration. Securities available for sale are reported at estimated fair value. Unrealized gain or loss on securities available for sale is recorded (net of tax) as a component of other comprehensive income in the equity section of the balance sheet. Gain or loss on sales or calls of securities is computed based on the amortized cost of the specific security.
Federal Home Loan Bank Stock: Federal Home Loan Bank Stock (“FHLB Stock”) is considered a restricted investment security and is carried at cost. Purchases and sales of FHLB stock are made directly with the FHLB at par value.

8


 

Community Central Bank Corporation
Notes to Consolidated Financial Statements
Loans: Loans are generally reported at the principal amount outstanding. Non-refundable loan origination fees and certain direct loan origination costs are deferred and included in interest income over the term of the related loan as a yield adjustment. Interest on loans is accrued and credited to income based upon the principal amount outstanding. The accrual of interest on loans is discontinued when, in the opinion of management, there is an indication that the borrower may be unable to meet payments as they become due. Upon such discontinuance, all unpaid interest accrued is reversed. Interest accruals are generally resumed when all delinquent principal and/or interest has been brought current or the loan becomes both well secured and in the process of collection.
Loans Held for Sale: Loans held for sale consist of fixed rate residential mortgage loans with maturities of 15 to 30 years. Such loans are recorded at the lower of aggregate cost or estimated fair value.
Allowance for Credit Losses: The allowance for credit losses is maintained at a level considered by management to be adequate to absorb probable losses inherent in existing loans and loan commitments. The adequacy of the allowance is based on evaluations that take into consideration such factors as prior loss experience, changes in the nature and volume of the portfolio, overall portfolio quality, loan concentrations, specific impaired or problem loans and commitments, and current economic conditions that may affect the borrower’s ability to pay.
Foreclosed Assets: Assets acquired through, or in lieu of, loan foreclosure are held for sale and are initially recorded at fair value as of the date of the foreclosure, establishing a new cost basis. Subsequent to foreclosure, valuations are periodically performed by management and the assets are carried at the lower of carrying amount or fair value less cost to sell. Revenue and expenses from operations and changes in the valuation allowance are included in net expenses from foreclosed assets.
Property and Equipment: Property and equipment are stated at cost, less accumulated depreciation and amortization. Depreciation, generally computed using a declining balance method, is charged to operations over the estimated useful lives of the assets. Leasehold improvements are amortized over the terms of their respective leases or the estimated useful lives of the improvements, whichever is shorter.
Goodwill: Goodwill results from business acquisitions and represents the excess of the purchase price over the fair value of the acquired tangible assets and liabilities and identifiable intangible asset. Goodwill is assessed annually for impairment and any such impairment will be recognized in the period identified. During the 2008 annual review, the Corporation determined that the goodwill which resulted from our acquisition of North Oakland Community Bank in Rochester Hills has been integrated into Community Central Bank. The impairment charge of $743,000 had no impact on regulatory capital. As of December 31, 2008, the remaining goodwill of $638,000, associated with the acquisition of River Place Financial Corporation, was determined to have no impairment.
Intangible Assets: Intangible assets of $80,000 as of December 31, 2008 consist of an intangible generated from the acquisition of River Place Financial. The intangible is associated with customer relationships, which will be amortized using the straight-line method over their estimated useful lives. Amortization expense of $22,000 was recognized in 2008. Under the straight-line method, the intangible asset is expected to be fully amortized by 2012.
Stock Option Plan and Adoption of SFAS 123R: Under SFAS No. 123(R), “Share-based Payments,” the Company recognizes compensation expense for stock options and stock awards over the related service period, based on the grant date fair value of the award.

9


 

Community Central Bank Corporation
Notes to Consolidated Financial Statements
Earnings Per Share: Basic earnings per share are based on the weighted average number of shares outstanding during the period. For earnings per share, committed-to-be-released and allocated shares of the “ESOP” are considered outstanding. Diluted earnings per share are adjusted for the dilutive effects of stock options, where applicable. All share amounts have been retroactively adjusted to reflect the issuance of stock dividends.
                         
    Year Ended December 31,
    2008   2007   2006
    (In thousands of shares)
Weighted average shares reconcilation is as follows:
                       
 
Basic
    3,731       3,833       4,014  
Effect of stock options
    6       42       67  
 
                       
 
                       
Diluted
    3,737       3,875       4,081  
 
                       
Comprehensive Income: Accounting principles generally require that recognized revenue, expense, gain and loss be included in net income. Certain changes in assets and liabilities, such as unrealized gain or loss on securities available for sale, are reported as a separate component of equity. Such items, along with net income, are components of comprehensive income. Accumulated other comprehensive income at December 31, 2008, 2007 and 2006 consisted solely of unrealized gains and losses on available for sale securities, net of tax.
(2) Cash and Due from Banks
The Bank is required to maintain cash on hand or noninterest bearing deposits with the Federal Reserve Bank, based on a percentage of the Bank’s deposits. The requirement is met using a combination of vault cash and deposits made using a pass-through relationship with a correspondent bank. As of December 31, 2008, $25,000 in reserves was required.
(3) Securities
The following table shows the amortized cost and estimated fair value of the Corporation’s security portfolios as of the dates indicated:
                                 
    December 31, 2008  
    Amortized     Unrealized             Fair  
    Cost     Gains     Losses     Value  
    (In thousands)  
Securities Available for Sale
                               
United States Government agencies
  $ 12,029     $ 15     $ (28 )   $ 12,016  
U.S. Agency Mortgage backed securities
    26,460       311       (70 )     26,701  
U.S. Agency Collateralized mortgage obligations
    25,682       191       (237 )     25,636  
Municipal securities
    12,032       11       (484 )     11,559  
Other
    750             (110 )     640  
 
                       
 
                               
Total Securities Available for Sale
    76,953       528       (929 )     76,552  
 
                               
Held to Maturity Securities
                               
Municipal securities
    610             (18 )     592  
U.S. Agency Mortgage backed securities
    905             (3 )     902  
 
                       
 
                               
Total Held to Maturity Securities
    1,515             (21 )     1,494  
 
                       
 
                               
Total Securities
  $ 78,468     $ 528     $ (950 )   $ 78,046  
 
                       

10


 

Community Central Bank Corporation
Notes to Consolidated Financial Statements
The following table shows those securities the Corporation has elected to report at fair value. Under the fair value option, the securities are reported as trading securities pursuant to SFAS 159 even though management did not acquire the securities principally for the purpose of selling them in the near term. The change in the fair value of these securities is recorded in current earnings. See Note 21 for additional information.
                 
    December 31, 2008     December 31, 2007  
    Fair Value     Fair Value  
Trading Securities
               
United States Government agencies
  $ 11,594     $ 13,396  
U.S. Agency Collaterized mortgage obligations
    5,869       6,719  
 
           
 
               
Total Trading Securities Held at Fair Value
  $ 17,463     $ 20,115  
 
           
                                 
    December 31, 2007  
    Amortized     Unrealized     Fair  
    Cost     Gains     Losses     Value  
    (In thousands)  
Securities Available for Sale
                               
United States Government agencies
  $ 5,669     $ 85     $     $ 5,754  
U.S. Agency Mortgage backed securities
    25,150       81       (143 )     25,088  
U.S. Agency Collateralized mortgage obligations
    6,773       12       (106 )     6,679  
Municipal securities
    29,632       26       (861 )     28,797  
Mutual fund
    500             (9 )     491  
 
                       
 
                               
Total Securities Available for Sale
    67,724       204       (1,119 )     66,809  
 
                       
 
                               
Held to Maturity Securities
                               
Municipal securities
    95       3             98  
Trust Preferred securities
    250                   250  
U.S. Agency Mortgage backed securities
    632       1       (7 )     626  
 
                       
 
                               
Total Held to Maturity Securities
    977       4       (7 )     974  
 
                       
 
                               
Total Securities
  $ 68,701     $ 208     $ (1,126 )   $ 67,783  
 
                       
For the years ended December 31, 2008 and 2007, proceeds from sales of securities available for sale amounted to $54.0 million and $9.4 million, respectively. Gross realized gains amounted to $434,000 and $23,000, respectively. Gross realized losses amounted to $220,000 and $97,000, respectively.

11


 

Community Central Bank Corporation
Notes to Consolidated Financial Statements
The following table shows information pertaining to securities with gross unrealized losses at December 31, 2008 and 2007, aggregated by investment category and length of time that the individual security has been in continuous loss position. Unrealized losses on securities have not been recognized into income because the issuers’ bonds are of high credit quality. We have the intent and ability to hold the securities for the foreseeable future and the decline in fair value is primarily due to increased market interest rates.
                                 
    December 31, 2008  
    Less than 12 Months     Over 12 Months  
    Gross             Gross        
    Unrealized     Fair     Unrealized     Fair  
    Losses     Value     Losses     Value  
    (In thousands)  
Securities Available for Sale
                               
United States Government agencies
  $ (28 )   $ 10,002     $     $  
U.S. Agency Mortgage backed securities
    (64 )     3,602       (6 )     237  
U.S. Agency Collateralized mortgage obligations
    (234 )     10,407       (3 )     59  
Municipal securities
    (484 )     9,890              
Mutual fund and other
    (110 )     640              
 
                       
 
                               
Total Securities Available for Sale
  $ (920 )   $ 34,541     $ (9 )   $ 296  
 
                       
As of December 31, 2008, the unrealized loss on held to maturity securities was $21,000. All held to maturity securities have been in an unrealized loss position for over twelve months.
                                 
    December 31, 2007  
    Less than 12 Months     Over 12 Months  
    Gross             Gross        
    Unrealized     Fair     Unrealized     Fair  
    Losses     Value     Losses     Value  
    (In thousands)  
Securities Available for Sale United States Government agencies
  $     $     $     $  
U.S. Agency Mortgage backed securities
    (56 )     8,297       (87 )     8,589  
U.S. Agency Collateralized mortgage obligations
    (5 )     1,965       (101 )     2,509  
Municipal securities
    (465 )     9,213       (396 )     14,781  
Mutual fund
                (9 )     491  
 
                       
 
                               
Total Securities Available for Sale
  $ (526 )   $ 19,475     $ (593 )   $ 26,370  
 
                       
As of December 31, 2007, the unrealized loss on held to maturity securities was $7,000. All held to maturity securities have been in an unrealized loss position for over twelve months.

12


 

Community Central Bank Corporation
Notes to Consolidated Financial Statements
The following table shows the maturity distribution of the investment portfolio as of December 31, 2008, 2007 and 2006, with weighted average yields to maturity. This table does not include trading securities carried at fair value.
                                                                         
    2008     2007     2006  
    Amortized     Fair     Yield     Amortized     Fair     Yield     Amortized     Fair     Yield  
    Cost     Value     (%)     Cost     Value     (%)     Cost     Value     (%)  
    (In thousands)  
U.S. Government debentures
                                                                       
 
One year or less
  $ 12,029     $ 12,016       5.80 %   $ 2,102     $ 2,123       5.40 %   $ 4,099     $ 4,067       4.14 %
Over 1 year through five years
                      2,606       2,643       4.88 %     12,122       11,958       4.64 %
Over 5 years through 10 years
                      961       988       5.32 %     3,232       3,185       5.32 %
Over ten years
                                                     
 
                                                     
 
    12,029       12,016       5.80 %     5,669       5,754       5.15 %     19,453       19,210       4.65 %
 
                                                                       
State and political subdivisions *
                                                                       
 
                                                                       
One year or less
    30       30       5.85 %     697       696       4.60 %     753       743       4.55 %
Over 1 year through five years
    633       636       5.82 %     2,964       2,952       4.54 %     3,700       3,632       4.78 %
Over 5 years through 10 years
    3,523       3,493       6.07 %     4,323       4,292       5.79 %     4,871       4,849       5.87 %
Over ten years
    8,456       7,992       6.12 %     21,743       20,955       6.26 %     22,296       21,938       6.66 %
 
                                                     
 
    12,642       12,151       6.09 %     29,727       28,895       5.98 %     31,620       31,162       6.27 %
 
                                                                       
U.S. government mortgage-backed and collateralized mortgage obligations
    52,797       52,989       4.76 %     32,555       32,393       5.12 %     31,266       30,812       4.92 %
Mutual Fund (CRA Qualified)
    500       490       5.50 %     500       491       4.20 %     500       485       3.98 %
Trust Preferred securities
    500       400       6.25 %     250       250       8.50 %     250       240       8.50 %
 
                                                     
 
                                                                       
Total securities
  $ 78,468     $ 78,046       5.15 %   $ 68,701     $ 67,783       5.50 %   $ 83,089     $ 81,909       5.38 %
 
                                                     
 
                                                                       
Memo:
                                                                       
Securities with variable interest rates included above. This includes U.S. government mortgage-backed and collateralized mortgage obligations, with all others fixed.
    10,437       10,219               8,687       8,671               9,918       9,797          
 
*   weighted yield on state and political subdivisions is calculated on a taxable equivalent basis and is based on yield to maturity of the instruments.
The preceding table shows securities generally by contractual maturity. Actual maturities may differ from contractual maturities because issuers (or underlying borrowers) may have the right to call or prepay obligations.
Investment securities of $61.0 million were pledged at December 31, 2008 to secure short-term repurchase agreements, wholesale repurchase agreements and to partially secure Federal Home Loan Bank advances.

13


 

Community Central Bank Corporation
Notes to Consolidated Financial Statements
(4) Loans
Certain directors and executive officers of the Corporation and their associates are loan customers of the Bank. Such loans were made in the ordinary course of business and do not involve more than a normal risk of collectibility. The outstanding loan balance for these persons amounted to $6,740,000 and $7,371,000 at December 31, 2008 and 2007, respectively. The total unused commitments related to these loans were $4,049,000 at December 31, 2008. During 2008, new loans and advances to directors and executive officers of the Corporation and their associates totaled $1,647,000, while repayments totaled $2,278,000.
The Bank grants loans to customers who reside primarily in Macomb, St. Clair, Oakland, and Wayne Counties. Although the Bank has a diversified loan portfolio, a substantial portion of the local economy has traditionally been dependent upon the automotive industry. Additionally, the Bank had approximately $172.3 million in outstanding loans at December 31, 2008, to commercial borrowers in the real estate rental and property management industry. Approximately 70% of all commercial real estate loans are owner occupied.
LOAN PORTFOLIO
The following table sets forth the composition of our loan portfolios as of the dates indicated. The loan amounts in the table reflect amounts before deductions for loans in process, deferred loan fees and discounts and allowance for credit losses.
                                                         
            2008     2007     2006     2005             2004  
            (In thousands)  
Commercial real estate
    (1 )   $ 284,811     $ 264,685     $ 236,399     $ 201,348       (2 )   $ 166,686  
Commercial and industrial
            38,714       33,039       28,393       26,753       (2 )     40,614  
Residential real estate
            54,409       60,799       72,517       74,601               64,240  
Home equity lines
            21,230       20,906       17,614       18,545               18,864  
Consumer loans
            7,107       9,754       11,666       13,054               14,377  
Credit cards
            846       729       693       650               658  
 
                                             
Total loans
          $ 407,117     $ 389,912     $ 367,282     $ 334,951             $ 305,439  
 
                                             
 
(1)   Included in the category of commercial real estate in the above table are real estate construction loans totaling $22.9 million, $47.8 million, $42.4 million, $40.6 million and $18.2 million for the years ended 2008, 2007, 2006, 2005 and 2004, respectively.
 
(2)   Approximately $12.0 million of the commercial and industrial loan portfolio was reclassified during the first quarter of 2005 as commercial real estate loans.
Commercial and multi-family real estate loans make up the largest component of our loan portfolio. Loans secured by commercial and multi-family real estate properties are generally larger and involve a greater degree of risk than one- to four-family residential mortgage loans. Commercial and multi-family real estate loans typically involve large balances to single borrowers or groups of related borrowers. Because payments on loans secured by commercial and multi-family real estate properties are often dependent on the successful operation or management of the properties, repayment of such loans may be subject to adverse conditions in the real estate market or the economy. If the cash flow from the project is reduced (for example, if leases are not obtained or renewed), the borrower’s ability to repay the loan may be impaired. We attempt to minimize the risks associated with these transactions by generally limiting our commercial real estate lending to well-known customers or new customers whose businesses have an established profitable history. In many cases, risk is further reduced by limiting the amount of credit to any one borrower to an amount less than our legal lending limit.
Our commercial and industrial business lending activities have encompassed loans with a variety of purposes and security, including loans to finance inventory and equipment. Commercial and industrial business loans generally involve different risks than residential and commercial mortgage loans. Commercial and industrial business loans are of higher risk and typically are made on the basis of the borrower’s ability to make repayment from the cash flow of the borrower’s business. As a result, the availability of funds for the repayment of commercial business loans may be substantially dependent on the success of the business itself, rather than on the value of the real estate that typically secures residential and commercial mortgage loans.

14


 

Community Central Bank Corporation
Notes to Consolidated Financial Statements
The following tables illustrate the maturity of selected loan portfolios at December 31, 2008. Loans which have adjustable or renegotiable interest rates are shown as maturing in the period during which the contract is due. The tables do not reflect the effects of interest rate adjustments and possible repayments.
Commercial and industrial loans due during the years ending December 31,
         
    (In thousands)  
2009
  $ 21,031  
2010 to 2013
    15,017  
2014 and thereafter
    2,666  
 
     
 
       
Total loans
  $ 38,714  
 
     
The total amount of commercial and industrial loans due after December 31, 2009 which have fixed interest rates is $12.6 million, while the total amount of these loans due after such date which have floating or adjustable interest rates is $5.1 million. Some of these loans may have floor interest rate levels which are reported as fixed interest rate loans.
Real estate construction loans due during the years ending December 31,
         
    (In thousands)  
2009
  $ 22,543  
2010 to 2013
    324  
2014 and thereafter
     
 
     
 
       
Total loans
  $ 22,867  
 
     
The total amount of construction loans due after December 31, 2009 which have fixed interest rates is $324,000. There are no loans due after such dates which have floating or adjustable interest rates.

15


 

Community Central Bank Corporation
Notes to Consolidated Financial Statements
(5) Allowance for Credit Losses
A summary of the activity in the allowance for credit losses for the years ended December 31 is as follows:
                                         
    2008     2007     2006     2005     2004  
    (Dollars in thousands)  
Balance at beginning of the period
  $ 6,403     $ 3,815     $ 3,580     $ 3,377     $ 3,573  
Charge-offs:
                                       
Commercial real estate
    6,895       338             181        
Commercial and industrial
    270       110       248       57       2,040  
Residential real estate
    426       106       21       103       61  
Home equity lines
    577       131       21              
Consumer loans
    669       382       40       171       71  
Credit cards
    33       33       13       12       44  
 
                             
 
Total charge-offs
    8,870       1,100       343       524       2,216  
 
                             
 
                                       
Recoveries:
                                       
Commercial real estate
    52                   1        
Commercial and industrial
    218       12       14       606       1  
Residential real estate
                8              
Home equity lines
    1                          
Consumer loans
    7       69       5       18       18  
Credit cards
    2       7       1       2       1  
 
                             
 
Total recoveries
    280       88       28       627       20  
 
                             
 
                                       
Net charge-offs
    8,590       1,012       315       (103 )     2,196  
 
                             
 
                                       
Provision charged to earnings
    9,502       3,600       550       100       2,000  
 
                             
 
                                       
Balance at the end of the period
  $ 7,315     $ 6,403     $ 3,815     $ 3,580     $ 3,377  
 
                             
As a percentage of total portfolio loans
    1.80 %     1.64 %     1.04 %     1.07 %     1.11 %
 
                                       
Ratio of net charge-offs (net recoveries) during the period to average loans during the period
    2.17 %     0.27 %     0.09 %     (0.03 %)     0.74 %
The loan portfolio has been reviewed and analyzed for the purpose of estimating probable credit losses inherent in the loan portfolio. The Corporation performs a detailed quarterly review of the allowance for credit losses. The Corporation evaluates those loans classified as substandard, under its internal risk rating system, on an individual basis for impairment under SFAS 114. The level and allocation of the allowance is determined primarily on management’s evaluation of collateral value, less the cost of disposal, for loans reviewed in this category. The remainder of the total loan portfolio is segmented into homogeneous loan pools with similar risk characteristics for evaluation under SFAS 5. The Corporation uses factors such as, historical portfolio losses, national and local economic trends and levels of delinquency to determine the appropriate level and allocation of the allowance for loans in this grouping. The Corporation’s policy dictates that specifically identified credit losses be recognized immediately by a charge to the allowance for credit losses. The allowance for credit losses contains allocations for specific loans or loan types; the entire allowance is available for charge-off of any loan based on management’s discretion. Management believes that the present allowance is adequate, based on the broad range of considerations listed above.

16


 

Community Central Bank Corporation
Notes to Consolidated Financial Statements
The Corporation considers a loan impaired when it is probable that not all of the interest and principal will be collected in accordance with the contractual terms of the loan agreement. Consistent with this definition, all nonaccrual and reduced-rate loans (with the exception of residential mortgage loans and consumer loans) are considered impaired. The Corporation had $29.7 million in nonperforming assets, which include nonaccrual loans, accruing loans delinquent more than 90 days, troubled debt restructuring, other real estate owned and other repossessed assets, at December 31, 2008 and $18.8 million at December 31, 2007.
Analysis of Allowance for Credit Losses
          The following table contains reserve allocations for types of loans for the years presented.
                                                                 
    Commercial   Commercial   Residential   Home Equity   Consumer   Credit        
    Real Estate   and Industrial   Real Estate   Lines   Loans   Cards   Unallocated   Total
    (Dollars in thousands)
Balances:
                                                               
 
                                                               
December 31, 2008
  $ 4,221     $ 936     $ 869     $ 669     $ 502     $ 85     $ 33     $ 7,315  
% of loans in category
    70.00 %     9.50 %     13.40 %     5.20 %     1.70 %     0.20 %             100.00 %
 
                                                               
December 31, 2007
  $ 4,360     $ 302     $ 824     $ 396     $ 314     $ 50     $ 157     $ 6,403  
% of loans in category
    67.80 %     8.50 %     15.60 %     5.40 %     2.50 %     0.20 %             100.00 %
 
                                                               
December 31, 2006
  $ 1,741     $ 499     $ 931     $ 436     $ 155     $ 26     $ 27     $ 3,815  
% of loans in category
    64.40 %     7.70 %     19.70 %     4.80 %     3.20 %     0.20 %             100.00 %
 
                                                               
December 31, 2005
  $ 1,526     $ 594     $ 993     $ 138     $ 154     $ 24     $ 151     $ 3,580  
% of loans in category
    60.10 %     8.00 %     22.30 %     5.50 %     3.90 %     0.20 %             100.00 %
 
                                                               
December 31, 2004
  $ 805     $ 1,673     $ 441     $ 94     $ 205     $ 30     $ 129     $ 3,377  
% of loans in category
    54.60 %     13.30 %     21.00 %     6.20 %     4.70 %     0.20 %             100.00 %
POTENTIAL LOAN LOSS
At December 31, 2008, the Corporation had a loan relationship with a borrower totaling $2.8 million. Of this amount, $400,000 was secured by developed land, with the remainder of the loan unsecured. Through January 31, 2009, the loan relationship was current and performing in accordance with its terms. In February, 2009, the borrower notified the Corporation that he did not intend to make any further payments on these loans unless significant financial concessions were granted. The Corporation believes the borrower is collectible and has commenced litigation against the borrower. While management is unable to estimate the potential loss on this loan relationship, approximately $2.4 million of the relationship is unsecured and any recovery will depend on the outcome of the litigation.
LEGAL LENDING LIMIT
Pursuant to state regulations, the Bank is limited in the amount that it may lend to a single borrower or group of borrowers. As of December 31, 2008, the legal lending limit was approximately $5.4 million or 15% of capital and surplus of the Bank; however, that limit can be increased to approximately $8.9 million or 25% of capital and surplus, with two-thirds approval by the Board of Directors.

17


 

Community Central Bank Corporation
Notes to Consolidated Financial Statements
Nonperforming Assets
The table below sets forth the amounts and categories of nonperforming assets in our loan portfolio. See “Loans” and “Allowance for Credit Losses” under Notes 4 and 5 of Notes to Consolidated Financial Statements.
                                         
    December 31,
    2008   2007   2006   2005   2004
    (In thousands)
Nonaccrual loans:
                                       
Commercial real estate
  $ 12,579     $ 14,379     $ 2,711     $ 1,637     $ 220  
Commercial and industrial
    96       146       646       985       305  
Residential real estate
    3,578       2,053             67       16  
Home equity lines
    760       354                    
Consumer loans
    571       30                    
Credit cards
                             
     
Total
    17,584       16,962       3,357       2,689       541  
     
 
                                       
Accruing loans delinquent more than 90 days:
                                       
Commercial real estate
  $     $     $     $     $  
Commercial and industrial
                             
Residential real estate
          654       876       621       100  
Home equity lines
          44       336              
Consumer loans
                160       1       124  
Credit cards
    44       25       1       1       10  
     
Total
    44       723       1,373       623       234  
     
 
                                       
Troubled debt restructured loans:
                                       
Commercial real estate
    6,078                          
Commercial and industrial
    1,589                          
Residential real estate
    495       253                    
     
Total
    8,162       253                    
     
 
                                       
Total nonperforming loans
    25,790       17,938       4,730       3,312       775  
 
                                       
Other real estate owned:
                                       
Commercial real estate
    2,493       319                   681  
Residential real estate
    420       535       108       112        
     
Total
    2,913       854       108       112       681  
 
                                       
Other repossessed assets-boats
    976                          
     
 
                                       
Total nonperforming assets
  $ 29,679     $ 18,792     $ 4,838     $ 3,424     $ 1,456  
     
 
                                       
Total nonperforming loans as a percentage of total loans
    6.33 %     4.54 %     1.29 %     0.99 %     0.25 %
 
                                       
Total nonperforming assets as a percentage of total assets
    5.33 %     3.61 %     0.96 %     0.74 %     0.37 %
The Corporation did not recognize any interest income in 2008, 2007 and 2006 on those loans classified as nonaccruing for the period ended December 31, 2008, 2007 and 2006. The amount of interest that would have been recognized on those loans classified as nonaccruing, if the loans were in accrual status during that same time period, was $1,750,000, $332,000 and $140,000 during the periods of 2008, 2007 and 2006, respectively.

18


 

Community Central Bank Corporation
Notes to Consolidated Financial Statements
Nonperforming loans without a related allowance for credit losses totaled $7.3 million and $3.4 million for the periods ended December 31, 2008 and 2007, respectively. Nonperforming loans with a related allowance for credit losses totaled $18.4 million and $13.5 million for the periods ended December 31, 2008 and 2007, respectively. The related allowance for nonperforming loans for the period ended December 31, 2008 and 2007 was $3.0 million and $3.8 million, respectively. Total nonperforming loans averaged $20.3 million in 2008, $16.7 million in 2007 and $3.4 million in 2006.
(6) Property and Equipment
A summary of property and equipment as of December 31 is as follows:
                 
    2008     2007  
    (In thousands)  
Land
  $ 1,340     $ 1,340  
Buildings and improvements
    5,941       5,883  
Building construction in process
    182       93  
Leasehold improvements
    1,650       746  
Furniture and equipment
    4,709       4,435  
Vehicles
    42       42  
 
           
 
    13,864       12,539  
 
               
Less accumulated depreciation and amortization
    4,503       3,835  
 
           
 
Net property and equipment
  $ 9,361     $ 8,704  
 
           
(7) Time Deposits
As of December 31, 2008, scheduled maturities of all time deposits are as follows:
         
Year Ending December 31,   (In thousands)  
2009
  $ 172,581  
2010
    102,483  
2011
    1,404  
2012
     
2013
     
Subsequent years
     
 
     
 
Total Time Deposits
  $ 276,468  
 
     
The following table depicts the maturity distribution of certificates of deposit with balances of $100,000 or more at December 31, 2008.
         
    (In thousands)  
Three months or less
  $ 41,378  
Over three months to twelve months
    108,075  
Over one year to three years
    83,330  
Over three years
     
 
     
 
Total time deposits of $100,000 or more
  $ 232,783  
 
     

19


 

Community Central Bank Corporation
Notes to Consolidated Financial Statements
(8) Short-term Borrowings
Short-term borrowings at December 31, 2008, consisted of short-term FHLB advances of $25.5 million and short-term securities sold with an agreement to repurchase of $20.4 million. Repurchase agreements generally mature within one day. Following are details of short-term borrowings for the dates or periods indicated:
During the first quarter of 2007, the Corporation borrowed $19.0 million in a wholesale structured repurchase agreement with an interest rate tied to the three month Libor rate. On March 3, 2008, the borrowing changed to a fixed interest rate of 4.95% until March 2, 2017.
                         
    Year Ended December 31,
    2008   2007   2006
    (Dollars in thousands)
Amount outstanding at end of year:
                       
Short-term Repurchase agreements
  $ 20,394     $ 13,659     $ 15,688  
Short-term FHLB advances
  $ 25,500     $ 23,795     $ 14,000  
 
                       
Weighted average interest rate on ending balance:
                       
Short-term Repurchase agreements
    1.62 %     3.00 %     3.15 %
Short-term FHLB advances
    3.50 %     4.14 %     3.92 %
 
                       
Maximum amount outstanding at any month end during the year:
                       
Short-term Repurchase agreements
  $ 20,394     $ 14,932     $ 21,832  
Short-term FHLB advances
  $ 25,500     $ 23,795     $ 26,700  
 
                       
Average amount outstanding during the year:
                       
Short-term Repurchase agreements
  $ 13,589     $ 13,330     $ 13,443  
Short-term FHLB advances
  $ 17,484     $ 19,831     $ 11,500  
 
                       
Weighted average interest rate:
                       
Short-term Repurchase agreements
    1.97 %     3.10 %     2.91 %
Short-term FHLB advances
    4.05 %     4.16 %     3.76 %

20


 

Community Central Bank Corporation
Notes to Consolidated Financial Statements
(9) FHLB Advances
In June 2001, the Corporation started to borrow long-term advances from the FHLB to fund fixed rate instruments and to attempt to minimize the interest rate risk associated with certain fixed rate commercial mortgage loans and investment securities. The advances are collateralized by residential and commercial mortgage loans under a blanket collateral agreement totaling approximately $235.0 million and $233.3 million at December 31, 2008 and 2007, respectively. The advances are also secured by specific investment securities with an amortized cost of $25.6 million and $11.0 million and fair market values of $25.6 million and $11.1 million at December 31, 2008 and 2007, respectively. All advances at December 31, 2008, with the exception of variable rate advances representing $5.5 million, had prepayment penalties. All advances have final maturities without callable provisions.
FHLB advances outstanding were as follows:
                                 
    December 31, 2008     December 31, 2007  
    Ending     Average rate     Ending     Average rate  
    Balance     at end of period     Balance     at end of period  
            (Dollars in thousands)          
Short-term FHLB advances
  $ 25,500       3.50 %   $ 23,795       4.14 %
Long-term FHLB advances
    82,700       4.43 %     80,700       4.70 %
 
                               
 
                           
 
  $ 108,200       4.21 %   $ 104,495       4.57 %
 
                           
Long-term advances were comprised of 25 advances with maturities ranging from January 2010 to June 2016.
The principal maturities of long-term advances outstanding at December 31, 2008, are as follows:
         
Year Ending December 31,   (In thousands)  
2010
  $ 39,000  
2011
    10,500  
2012
    7,000  
2013
     
Subsequent years
    26,200  
 
     
 
       
Total
  $ 82,700  
 
     
During 2007 the Corporation elected early adoption of SFAS 159 for all FHLB advances maturing within 18 months of January 1, 2007, and totaling $16.0 million. At December 31, 2008, all advances recorded under SFAS 159 had matured.

21


 

Community Central Bank Corporation
Notes to Consolidated Financial Statements
(10) ESOP Note Payable
In 1999, the Bank’s employee stock ownership plan (“ESOP”) entered into a 10 year variable rate loan with an outside financial institution. In the fourth quarter of 2008, the loan was paid in full. The Corporation had guaranteed the loan with the ESOP stock pledged as collateral. In addition, the Bank issued a letter of credit supporting the loan.
(11) Subordinated Debentures
On February 13, 2007, Community Central Capital Trust II (Trust II), a statutory trust formed by the Corporation for the purpose of issuing trust preferred securities, issued $18,000,000 aggregate liquidation amount of cumulative trust preferred securities. The Trust II securities bear a fixed distribution rate of 6.71% per annum through March 6, 2017, and thereafter will bear a floating distribution rate equal to 90-day Libor plus 1.65%. The Trust II securities are redeemable at the Corporation’s option, in whole or in part, at par beginning March 6, 2017, and if not sooner redeemed, mature on March 6, 2037. The Trust II securities were sold in a private transaction exempt from registration under the Securities Act of 1933, as amended. The gross proceeds of the offering were used to purchase junior subordinated debentures from the Corporation totaling $18,557,000, which bears the same terms and repayment provisions as the trust preferred securities. Additionally, an interest rate swap for a like kind notional value was secured, designed to convert the fixed rate on the debenture to a variable rate. Management elected the fair value option for the subordinated debenture (see Note 21).
On June 29, 2007, the Corporation redeemed $10.0 million of the subordinated debentures issued to Community Central Capital Trust II.
The trust preferred securities may constitute up to 25% of Tier I capital. Any amount in excess of this limit may be included as Tier 2 capital. At December 31, 2008, $11.3 million of the trust preferred issuance was included in the Corporation’s Tier 1 capital, with the remaining $6.7 million included in Tier 2 capital.
(12) Stockholders’ Equity
The Corporation and the Bank are subject to various regulatory capital requirements administered by Federal banking agencies. Failure to meet these requirements can initiate certain mandatory (and possible additional discretionary) actions by regulators. These actions, if undertaken, could have a material effect on the Corporation’s financial position. Under capital adequacy guidelines, the Corporation and the Bank must meet specific capital requirements that involve quantitative measures of assets, liabilities, and certain off-balance sheet items. Capital amounts are also subject to qualitative judgments by the regulators about individual components, risk-weightings and other factors.
Quantitative measures established by regulation require the Corporation and the Bank to maintain minimum amounts and ratios of Tier I capital and total capital (as defined in the regulations) to risk-weighted assets. The Corporation and the Bank are also subject to a minimum Tier I leverage ratio expressed as a percentage of quarterly average assets (as defined). The Corporation is further subject to leverage ratios consisting of primary capital and total capital as a percentage of assets at period end. Management believes, as of December 31, 2008, that the Corporation and the Bank meet all capital adequacy requirements to which they are subject and is considered “well capitalized.”
Preferred Stock Issuance
On December 31, 2008, Community Central Bank Corporation completed the sale of $3.1 million of equity securities. The Corporation established a newly authorized series of preferred stock designated as Series A Noncumulative Convertible Perpetual Preferred Stock (“Series A Preferred Stock”). The number of authorized shares of Series A Preferred Stock is 7,000.

22


 

Community Central Bank Corporation
Notes to Consolidated Financial Statements
The Corporation sold 3,050 shares of Series A Preferred Stock to the investors at a purchase price of $1,000 per share for an aggregate offering price of $3,050,000. The Series A Preferred Stock can be converted into common stock of the Corporation at any time by the holders, or by the Corporation in certain circumstances, at an initial conversion price of $10.00 per share of common stock, subject to adjustment and certain limitations, as described below.
Dividends on the Series A Preferred Stock are payable quarterly in arrears, if declared by the Corporation’s Board of Directors, at a rate of 12.00% per year on the liquidation preference of $1,000 per share. Dividends on the Series A Preferred Stock are noncumulative.
With certain limited exceptions, if the Corporation does not pay full cash dividends on Series A Preferred Stock for the most recently completed dividend period, the Corporation may not pay dividends on, make any distributions relating to, or redeem, purchase, acquire or make a liquidation payment relating to its common stock or other stock ranking equally with or junior to the Series A Preferred Stock. The Series A Preferred Stock is not redeemable by the holders or the Corporation.
The initial conversion price for the Series A Preferred Stock is $10.00 per share of common stock. Holders of the Series A Preferred Stock may convert their shares into common stock at any time. The Corporation shall have the right, at its option, to cause some or all of the Series A Preferred Stock to be converted into shares of common stock at any time after a Mandatory Conversion Event, which is any time on or after January 1, 2010, in the event that (i) the closing price of the Corporation’s common stock equals or exceeds one hundred ten percent (110%) of the prevailing conversion price for at least twenty (20) trading days in a period of thirty (30) consecutive trading days, and (ii) the Corporation has paid in full all dividends on the shares of Series A Preferred Stock for four (4) consecutive dividend periods. However, no holder of Series A Preferred Stock will be entitled to receive shares of common stock upon conversion to the extent (but only to the extent) that such receipt would cause such converting holder to become, directly or indirectly, a “beneficial owner” (within the meaning of Section 13(d) of the Exchange Act and the rules and regulations promulgated thereunder) of more than 19.9% of the voting power of the Corporation following such conversion, unless the Corporation obtains the requisite shareholder approval under NASDAQ Marketplace Rules. Additionally, no holder of Series A Preferred Stock will be permitted to receive common stock upon conversion of its Series A Preferred Stock to the extent such conversion would cause such holder to beneficially own more than 9.9% of the Corporation’s common stock outstanding at such time.
Holders of the Series A Preferred Stock generally do not have any voting rights, except that the consent of the holders of a majority of the number of shares of Series A Preferred Stock at the time outstanding, consenting as a separate class, shall be necessary to: (i) enter any agreement, contract or understanding or otherwise incur any obligation which by its terms would violate or be in conflict in any material respect with the rights or preferences of the Series A Preferred Stock; (ii) amend the articles of incorporation or bylaws of the Corporation, if such amendment would alter or change the powers, preferences or special rights of the holders of the Series A Preferred Stock so as to affect them adversely; or (iii) amend or waive any provision in the Certificate of Designation of the Series A Preferred Stock. Notwithstanding the foregoing, the consent of the holders of the Series A Preferred Stock will not be necessary to authorize or issue, or obligate the Corporation to issue, any senior stock, parity stock or additional Series A Preferred Stock, or right convertible or exchangeable for senior stock, parity stock or additional Series A Preferred Stock.
In addition, whenever, at any time or times, dividends payable on the shares of Series A Preferred Stock have not been paid for an aggregate of four quarterly dividend periods or more, whether or not consecutive, the authorized number of directors of the Corporation shall automatically be increased by two and the holders of a majority of the number of shares of the Series A Preferred Stock at the time outstanding, voting separately as a class, shall have the right to elect two directors (“Preferred Directors”) to fill the newly created directorships. Once the Corporation has declared and paid dividends on all outstanding shares of Series A Preferred Stock for four consecutive dividend periods, the right of the holders of the Series A Preferred Stock to elect directors shall terminate and the term of office of all Preferred Directors then in office shall terminate immediately.

23


 

Community Central Bank Corporation
Notes to Consolidated Financial Statements
The following table shows the Corporation’s and the Bank’s actual capital amounts and ratios as of December 31, as well as certain minimum requirements:
                                                 
                                    Minimum Ratio    
                                    for Capital    
    2008   2007   Adequacy   Ratio to be
    Capital   Ratio   Capital   Ratio   Purposes   “Well Capitalized”
    (Dollars in thousands)                
Tier I capital to risk-weighted assets
                                               
Consolidated
  $ 45,054       10.41 %   $ 42,932       10.29 %     4 %   NA
Bank only
    39,928       9.28 %     42,889       10.32 %     4 %     6 %
 
                                               
Total capital to risk-weighted assets
                                               
Consolidated
  $ 57,199       13.22 %   $ 55,430       13.28 %     8 %   NA
Bank only
    45,338       10.54 %     48,199       11.57 %     8 %     10 %
 
                                               
Tier I capital to average assets
                                               
Consolidated
  $ 45,054       8.21 %   $ 42,932       8.37 %     4 %   NA
Bank only
    39,928       7.30 %     42,889       8.39 %     4 %     5 %
(13) Benefit Plans
Defined Contribution Plan - The Corporation has a 401(k) defined contribution savings plan for employees. Employer contributions are discretionary and are determined annually by the Board of Directors. Employer contributions of $181,000, $162,000 and $160,000 were paid or accrued for the periods ended December 31, 2008, 2007 and 2006.
Employee Stock Ownership Plan - During the second quarter of 1999, the Bank established an ESOP for the benefit of eligible employees. As of December 31, 2008, the ESOP had a total of 71,947 shares of the Corporation’s common stock, all of which were classified as committed-to-be released. Under the ESOP, the shares of stock committed-to-be released into all participants’ accounts are directly proportional to the ratio of the principal reductions to the total original principal amount. During the fourth quarter of 2008, the ESOP fully repaid the loan that originally funded the purchase of common stock held in the ESOP. Dividends paid by the Corporation on unearned shares of common stock held by the ESOP may be used to repay the loan or used to purchase the Corporation’s common stock at the discretion of the plan administrator. Under Statement of Position 93-6, “Employer’s Accounting for Employee Stock Ownership Plans,” the compensation expense recognized was based on the fair value of the committed-to-be released shares, which was $23,000 for 2008. As of December 31, 2008, all shares in the ESOP were committed-to-be released, with no remaining unearned.
The ESOP borrowed $500,000 from a bank to purchase shares of the Corporation’s stock (see Note 10). This loan was fully repaid during the fourth quarter of 2008.

24


 

Community Central Bank Corporation
Notes to Consolidated Financial Statements
Information regarding the ESOP transactions for the years ended December 31 is as follows:
                         
    2008   2007   2006
    (In thousands)
Amounts paid by the ESOP for:
                       
Debt repayment *
  $ 36     $ 59     $ 53  
Interest
  $ 1     $ 6     $ 10  
Other
  $ 5     $ 4     $ 12  
 
                       
Amounts received from the Corporation as:
                       
Contributions to the ESOP
  $ 42     $ 69     $ 72  
 
*   Includes debt repayment in 2008, 2007 and 2006 from cash contained in the ESOP from accumulated dividends.
Supplemental Executive Retirement Plan – Effective April 30, 2003, the Corporation began sponsoring a non-qualifying defined benefit plan to provide supplemental retirement benefits for certain key executives. The plan which started in April 2003, benefiting two current and one former executive officers, has a minimum benefit upon retirement for each participant of $75,000 and a maximum benefit of 50% of the average of the three highest years of compensation. Effective August 2005, the Corporation added two additional executive officers to the plan, with the benefit payable upon retirement for these two additional executives of $50,000. The following table sets forth the plan activity and other information as of and for the year ended December 31, 2008 and 2007.
                 
    2008     2007  
    (In thousands)  
Plan assets at fair value
  $     $  
Benefit obligation
    2,072       1,676  
 
               
 
           
Overfunded (underfunded) status
  $ (2,072 )   $ (1,676 )
 
           
 
               
Pension liability
  $ (2,072 )   $ (1,676 )
 
           
 
               
Net pension costs
  $ 396     $ 356  
 
           
 
               
Actuarial comparisons:
               
 
               
Weighted average discount rate
    7.0 %     7.0 %
Increase in future compensation levels
    3.0 %     5.0 %
To fund the supplemental retirement benefit obligation, the Corporation has purchased insurance policies on the lives of the participants with the Corporation as the owner and beneficiary of the policies. At December 31, 2008, the cash surrender value of all bank owned life insurance policies on the participants amounted to $11.0 million. There were no supplemental retirement benefits paid by the plan during 2008.

25


 

Community Central Bank Corporation
Notes to Consolidated Financial Statements
Stock Option Plans — The Corporation currently has three active stock plans. Under the 1996 and 2000 Employee Stock Option Plans (“Employee Plans”), options for 58,564 and 66,000 shares of common stock, respectively, were available for awards to key employees. No options are presently available for grant under the 1996 and 2000 Employee Stock Option Plan, although options to purchase 52,839 shares of Corporation common stock were outstanding and unexercised as of December 31, 2008. Under the 2002 Incentive Plan, as amended, up to 46,305 shares were available for grant to directors and 341,195 shares were available for grant to employees. In December 2008, 49,750 stock options were granted under the 2002 Incentive Plan to employees with terms of 10 years. As part of the annual stock award provision of the 2002 Incentive Plan, 300 shares of common stock were awarded to each Director for a total of 2,700 shares. At December 31, 2008, 66,479 shares were available for award to employees and 24,900 shares were available for award to directors. The shares awarded were recorded as director and employee compensation expense, respectively. The stock awards immediately vest and are valued and expensed based on the closing price of the common share price on the day of issuance. Under all plans, the exercise price of each option equals the market price of the Corporation’s common stock at the date of grant.
The Corporation recognizes compensation expense for stock options awarded over the vesting period based on the fair value of the options granted, which is determined using the Black Scholes option pricing model. The volatility assumption used in the Black Scholes formula is based on the volatility of Community Central Bank Corporation common stock, which is traded on the NASDAQ Global Market. The weighted average assumptions used in the Black Scholes model are noted in the table at the bottom of the page. The Corporation uses historic data to estimate option exercise and employee termination within the valuation model. The risk-free rate for periods within the contractual life of the option is based on the U.S. Treasury yield curve in effect at the time of the grant. The Corporation has estimated the fair value of the options issued in December 2008 at $1.18 per share. The options become exercisable on January 2, 2009 for 33% of the shares covered under the agreement and for an additional 33% of the shares annually thereafter. Compensation expense connected with these options will be recognized at an annual rate of $27,000 from December 2008 through January 2011 for a total of $56,000. The forfeiture rate is assumed to be 5.00% of the total compensation expense. The Corporation will recognize compensation expense evenly over the requisite service period in future years through 2011. Options issued in 2007 and 2006 had an estimated fair value of $2.43 and $3.20 per share, respectively. The Corporation recognized $57,000 in compensation expense for those options vesting after the date of adoption of SFAS 123R under the modified prospective method and with no remaining compensation expense associated with this group of options in future years since they are fully vested. No tax expense was recognized as the options were incentive stock options.
                         
    Year Ended December 31,
    2008   2007   2006
            (In thousands)        
Stock-based employee compensation expense, net of related tax effects, included in reported net income
    57       31       23  
The fair value of each option grant is estimated on the date of the grant using the Black Scholes option-pricing model with the following weighted average assumptions:
                         
    2008   2007   2006
Dividend yield or expected dividends
          3.24 %     2.06 %
Risk free interest rate
    2.50 %     4.20 %     4.80 %
Expected life
  10 years   10 years   10 years
Expected volatility
    50.27 %     34.50 %     19.19 %

26


 

Community Central Bank Corporation
Notes to Consolidated Financial Statements
Following is a summary of the stock option activity for the periods indicated and the stock options outstanding at the end of such periods:
                                                 
    2008     2007     2006  
            Weighted             Weighted             Weighted  
    Number of     Average     Number of     Average     Number of     Average  
    Shares     Exercise Price     Shares     Exercise Price     Shares     Exercise Price  
Outstanding, beginning of period
    286,993     $ 9.10       330,272     $ 8.93       315,510     $ 8.56  
Granted
    49,750       1.89       47,500       7.59       48,300       10.76  
Exercised
                (56,638 )     5.57       (26,647 )     6.82  
Forfeited
    (33,268 )     9.21       (34,141 )     11.19       (6,891 )     13.01  
 
                                               
 
                                   
Outstanding, end of year
    303,475  (a)   $ 7.91       286,993     $ 9.10       330,272     $ 8.93  
 
                                   
The following table shows summary information about stock options outstanding at December 31, 2008:
                                             
Stock Options Outstanding     Stock Options Exercisable  
              Weighted Average     Weighted           Weighted  
Range of       Number     Remaining     Average Exercise     Number of     Average Exercise  
Exercise Prices       of Shares     Contractual Life     Price     Shares     Price  
     
$4.30  
 
    4,534     1.0 years   $ 4.30       4,534     $ 4.30  
4.52  
 
    5,331     1.8 years     4.52       5,331       4.52  
4.98  
 
    8,794     2.3 years     4.98       8,794       4.98  
4.71  
 
    15,516     2.4 years     4.71       15,516       4.71  
6.99 – 7.34  
 
    27,439     3.4 years     7.00       27,439       7.00  
8.28  
 
    6,078     4.5 years     8.28       6,078       8.28  
9.82 – 10.31  
 
    22,490     4.9 years     9.84       22,490       9.82  
11.15  
 
    38,561     5.9 years     11.15       38,561       11.15  
13.15  
 
    3,583     6.6 years     13.15       3,583       13.15  
11.98- 13.15  
 
    41,899     6.9 years     11.98       41,899       11.98  
10.76  
 
    32,000     8.0 years     10.76       6,400       10.76  
7.59  
 
    47,500     8.9 years     7.59       9,500       7.59  
1.89  
 
    49,750     10.0 years     1.89              
   
 
                                       
   
 
                               
   
 
    303,475             $ 7.91       190,125     $ 9.17  
   
 
                               
All share number and exercise price data have been adjusted to reflect the issuance of stock dividends.
 
(a)  The aggregate intrinsic value of the options outstanding and exercisable as of December 31, 2008, based on the share price of $2.30 for CCBC common stock at December 31, 2008, was $0. The total intrinsic value of options exercised during the years ended December 31, 2008, 2007 and 2006 was $0, $152,000 and $108,000, respectively.

27


 

Community Central Bank Corporation
Notes to Consolidated Financial Statements
(14) Leases
Operating expense includes rentals on leased facilities and certain equipment in the amount of $329,000, $339,000 and $422,000 for 2008, 2007 and 2006, respectively. Following is a schedule of future minimum rental payments required under operating leases that have remaining lease terms in excess of one year as of December 31, 2008:
         
Year ending December 31,   (In thousands)  
2009
  $ 254  
2010
    248  
2011
    204  
2012
    206  
2013
    211  
Subsequent years
    430  
 
       
 
     
Total minimum rental payments
  $ 1,553  
 
     
(15) Other Operating Expense
The following is a summary of significant components of other operating expense for the periods indicated:
                         
  2008     2007     2006  
Year Ended December 31,           (In thousands)          
Advertising, business development and public relations
  $ 536     $ 528     $ 645  
Data processing
    728       625       549  
Professional and regulatory fees
    600       417       425  
Legal fees
    465       288       316  
Director fees
    281       283       316  
Printing and supplies
    206       172       165  
Telephone
    174       177       214  
Other real estate owned
    2,056       68       13  
Loan closing
    105       113       171  
Impairment loss
    743              
Other insurance
    117       127       131  
Deposit insurance
    410       283       41  
Michigan business tax
    12       128       87  
Other
    891       940       803  
 
                       
 
                 
Total other operating expense
  $ 7,324     $ 4,149     $ 3,876  
 
                 

28


 

Community Central Bank Corporation
Notes to Consolidated Financial Statements
(16) Taxes on Income
The Corporation and the Bank file a consolidated federal income tax return. Deferred income taxes are provided for the temporary differences between the financial reporting basis and the tax basis of the Corporation’s assets and liabilities. The income tax expense for the years ended December 31 consists of the following:
                         
    2008     2007     2006  
    (In thousands)  
Current tax (benefit) expense
  $ (489 )   $ 266     $ 387  
Deferred tax (benefit) expense
    (943 )     (561 )     (24 )
 
                       
 
                 
Total income tax (benefit) expense
  $ (1,432 )   $ (295 )   $ 363  
 
                 
The temporary differences and carryforwards which comprise deferred tax assets and liabilities at December 31 are as follows:
                 
    2008     2007  
    (In thousands)  
Deferred tax assets
               
Provision for loan losses
  $ 2,321     $ 1,626  
Depreciation
    91       82  
SERP Expense
    705       570  
Unrealized net loss on securities available for sale
    136       311  
NOL
    1,990       24  
Intangible asset amortization
    74       74  
Other real estate owned timing difference
    540        
AMT carryforward
    73       150  
Other
    291       270  
 
           
 
  $ 6,221     $ 3,107  
 
               
Valuation allowance for deferred tax assets
           
 
               
Deferred tax liabilities
               
Financial instruments at fair value option
    (2,820 )     (411 )
Original issue discount
    (63 )     (70 )
Accretion
    (27 )     (35 )
FHLB dividends
    (104 )     (104 )
Net deferred loan fees
    (32 )     (6 )
Goodwill amortization
    (51 )     (105 )
Other
    (127 )     (147 )
 
           
 
    (3,224 )     (878 )
 
           
Net deferred tax asset
  $ 2,997     $ 2,229  
 
           
Management has determined based on the weight of all available evidence that it will realize the net deferred tax asset from a history of earnings, gains generated in early 2009, future earnings and tax planning strategies. Therefore, a valuation allowance was not necessary. Both positive and negative evidence was evaluated as indicated under statement of financial accounting standards, “Accounting for Income Taxes” (SFAS 109). Management believes that the positive evidence more than outweighs the negative evidence.

29


 

Community Central Bank Corporation
Notes to Consolidated Financial Statements
The Corporation’s effective tax rates differ from the statutory federal tax rates. The following is a summary of such differences:
                         
    Year Ended December 31,  
    2008     2007     2006  
            (In thousands)          
Provision at statutory federal income tax rate
  $ (1,135 )   $ 146     $ 836  
Nondeductible expenditures
    45       62       43  
Tax exempt municipal interest
    (186 )     (384 )     (399 )
Increase in cash surrender value of bank owned life insurance
    (156 )     (119 )     (117 )
 
                       
 
                 
Provision at effective federal income tax rate
  $ (1,432 )   $ (295 )   $ 363  
 
                 
(17) Estimated Fair Value of Financial Instruments
Fair values are based on quoted market prices for similar instruments or estimated using discounted cash flow analysis. The discount rates used are estimated using comparable market rates for similar types of instruments adjusted to be commensurate with the credit risk, overhead costs and optionality of such instruments. Considerable judgment is inherently required to interpret market data to develop the estimates of fair value. Accordingly, the estimates presented below do not necessarily represent amounts that the Corporation could realize in a current market exchange. The following methods and assumptions were used to estimate the fair value of financial instruments:
Cash and cash equivalents: For these short-term instruments, the carrying amount is a reasonable estimate of fair value.
Securities, Federal Home Loan Bank stock: The fair value of the security portfolio is based on matrix pricing where similar securities are used to interpolate fair value of the subject instruments and as such is considered a level 2 valuation. The carrying value of FHLB stock approximates fair value based on their redemption provisions.
Loans: For variable rate loans with no significant change in credit risk since loan origination, the carrying amount is a reasonable estimate of fair value. For all other loans, including fixed rate loans, the fair value is estimated using a discounted cash flow analysis, using interest rates currently offered on similar loans to borrowers with similar credit ratings and for the same remaining maturities. The resulting value is reduced by an estimate of losses inherent in the portfolio.
Residential mortgages held for sale: The estimated fair value of residential mortgages held for sale is the carrying amount. The duration of the portfolio is typically within two weeks or less and a commitment of sale has already occurred when the loans are funded.
Deposits: The estimated fair value of demand deposits, certain money market deposits, and savings deposits is the amount payable on demand at the reporting date. The fair value of fixed maturity time deposits is estimated using the rates currently offered for deposits of similar remaining maturities.
Federal Home Loan Bank advances: The estimated fair value of Federal Home Loan Bank advances is estimated using rates currently offered for funding sources of similar remaining maturities.

30


 

Community Central Bank Corporation
Notes to Consolidated Financial Statements
Repurchase agreements: The estimated fair value of short-term borrowings is the carrying amount, since they mature the next day.
Accrued interest: Accrued interest receivable and payable are short-term in nature; therefore, their carrying amount approximates fair value.
ESOP loan: The ESOP loan floats at prime rate; therefore, its carrying amount approximates fair value.
Subordinated debentures: Subordinated debentures are based on current rates for similar financing.
Commitments: The fair value of commitments is estimated using the fees currently charged to enter into similar arrangements, taking into account the remaining terms of the agreements and the present creditworthiness of the counterparties. The majority of commitments to extend credit and letters of credit would result in loans with a market rate of interest if funded. The fair value of these commitments is not material.
The recorded carrying amounts and estimated fair values of the Corporation’s financial instruments at December 31, 2008 and 2007 are as follows:
                                 
    2008   2007
    Carrying   Estimated   Carrying   Estimated
    Amount   Fair Value   Amount   Fair Value
            (In thousands)        
Financial Assets:
                               
Cash and cash equivalents
  $ 16,162     $ 16,162     $ 9,183     $ 9,183  
Trading securities (a)
    17,463       17,463       20,115       20,115  
Securities
    78,067       78,046       67,786       67,783  
FHLB stock
    5,877       5,877       5,527       5,527  
Residential mortgages held for sale
    3,302       3,302       4,848       4,848  
Loans, net of allowance
    399,802       416,903       383,509       394,431  
Accrued interest receivable
    2,479       2,479       2,535       2,535  
Interest rate swap
    3,538       3,538       668       668  
 
                               
Financial Liabilities:
                               
Demand and savings deposits
    80,908       80,908       94,440       94,440  
Time deposits
    276,468       286,145       234,195       237,614  
Repurchase agreements
    39,394       39,394       32,659       32,659  
Federal Home Loan Bank advances
    108,200       111,738       104,495       102,558  
Accrued interest payable
    1,050       1,050       1,018       1,018  
ESOP loan
                36       36  
Subordinated debentures (a)
    12,757       12,757       17,597       17,597  
Interest rate swap
    958       958       541       541  
 
(a)   Carried at fair value under SFAS 159, “The Fair Value Option for Financial Assets and Liabilities” for the entire category.

31


 

Community Central Bank Corporation
Notes to Consolidated Financial Statements
(18) Off-Balance Sheet Risk
The Corporation is party to financial instruments with off-balance sheet risk in the normal course of business, to meet financing needs of its customers and to reduce its own exposure to fluctuations in interest rates. These financial instruments include commitments to extend credit and financial guarantees. These instruments involve, to varying degrees, elements of credit and interest rate risk that are not recognized on the balance sheet.
Commitments to extend credit are agreements to lend to a customer as long as there are no violations of any conditions established in the contract. Commitments generally have fixed expiration dates or other termination clauses and may require payment of a fee. Fees from issuing these commitments to extend credit are recognized over the period to maturity. Since a portion of the commitments is expected to expire without being drawn upon, the total commitments do not necessarily represent future cash requirements. The Corporation evaluates each customer’s creditworthiness on a case by case basis. The amount of collateral obtained upon extension of credit is based on management’s credit evaluation of customers. The Corporation also has legally binding commitments to extend credit in the form of loans that have been approved but not yet closed. These funds are normally disbursed unless the customer fails to comply with closing requirements.
Standby letters of credit are issued in connection with agreements between customers and a third party. If the customer fails to comply with the agreement, the counterparty may enforce the standby letter of credit as a remedy. Credit risk arises from the possibility that the customer may not be able to repay the Corporation after the letter of credit is enforced.
A summary of commitments not recorded on the balance sheet at December 31 is as follows:
                 
    2008     2007  
    (In thousands)  
Unused home equity lines of credit
  $ 9,819     $ 9,293  
Unused credit card lines
    1,890       1,701  
Unused portion of construction lines of credit
    7,756       16,463  
Unused portion of all other credit lines
    49,652       52,950  
Standby letters of credit
    1,015       1,047  
 
           
 
               
Total outstanding commitments
  $ 70,132     $ 81,454  
 
           
(19) Restrictions on Dividends, Loans and Advances
Banking regulations place certain restrictions on dividends paid and loans or advances made by the Bank to the Corporation. The total amount of dividends which may be paid at any date is generally limited to the retained earnings of the Bank. At December 31, 2008, the Bank’s retained earnings available for the payment of dividends totaled $6.2 million. The Bank is prohibited from paying dividends if the effect thereof would cause the Bank’s capital to be reduced below applicable minimum standards. At December 31, 2008, $35.6 million of the Corporation’s investment in the Bank was restricted. Loans and advances made by the Bank to the Corporation are generally limited to 10 percent of the Bank’s stock and surplus. Accordingly, at December 31, 2008, Bank funds available for loans or advances to the Corporation amounted to $3.6 million.

32


 

Community Central Bank Corporation
Notes to Consolidated Financial Statements
(20) Parent-only Financial Statements
The following condensed financial information presents the financial condition of Community Central Bank Corporation, the Parent Holding Company, (the “Parent”) only, along with the results of its operations and its cash flow. The Parent has recorded its investment in the Bank and Community Central Capital Trust II at cost, plus the undistributed surplus of the Bank since it was formed. The Parent recognizes undistributed income of the Bank as noninterest income, and undistributed losses as noninterest expense. The Parent-only financial information should be read in conjunction with the Corporation’s consolidated financial statements.
Parent-only Balance Sheet
                 
    December 31,  
    2008     2007  
    (In thousands)  
Assets
               
 
Cash
  $ 3,523     $ 5,764  
Accrued interest receivable
    32        
Investment in subsidiary
    41,773       43,929  
Investment in unconsolidated subsidiary
    557       557  
Other assets
    2,004       1,257  
 
           
 
Total Assets
  $ 47,889     $ 51,507  
 
           
 
               
Liabilities and Stockholders’ Equity
               
 
               
Due to subsidiary/Other liabilities
  $ 738     $ 682  
Subordinated debentures
    12,757       17,597  
 
           
 
Total Liabilities
    13,495       18,279  
 
               
Preferred stock
    3,050        
Common stock
    32,125       32,071  
Retained earnings
    (516 )     1,797  
Unearned employee benefit
          (36 )
Accumulated other comprehensive income
    (265 )     (604 )
 
           
Total Stockholders’ Equity
    34,394       33,228  
 
           
 
               
Total Liabilities and Stockholders’ Equity
  $ 47,889     $ 51,507  
 
           

33


 

Community Central Bank Corporation
Notes to Consolidated Financial Statements
Parent-only Statement of Operations
                         
    Year Ended December 31,  
    2008     2007     2006  
    (In thousands)  
Operating Income
                       
 
                       
Interest income
  $ 84     $ 391     $ 76  
 
                       
Other income
    10              
 
                       
Dividend from subsidiary
    250       1,400       1,400  
 
                       
 
                 
Total Interest and Dividend Income
    344       1,791       1,476  
 
                       
Interest Expense
                       
Subordinated debentures
    905       1,621       929  
 
                       
 
                 
Net interest (loss) income
    (561 )     170       547  
 
                       
Change in fair value under SFAS 159
    7,710       1,811        
 
                       
Other expense
    721       865       932  
 
                       
 
                 
Total Operating Expense
    721       865       932  
 
                       
Income (Loss) Before Taxes and Undistributed Income of Subsidiary
    6,428       1,116       (385 )
 
                       
Income tax expense (benefit)
    2,123       (83 )     (597 )
 
                       
 
                 
Income Before Share in Undistributed Income of Subsidiary
    4,305       1,199       212  
 
                       
Share of undistributed (loss) income of subsidiary
    (6,267 )     (475 )     1,884  
 
                       
 
                 
Net Income (Loss)
  $ (1,962 )   $ 724     $ 2,096  
 
                 

34


 

Community Central Bank Corporation
Notes to Consolidated Financial Statements
Parent-only Statement of Cash Flow
                         
    Year Ended December 31,  
    2008     2007     2006  
    (In thousands)  
Operating Activities
                       
Net income (loss)
  $ (1,962 )   $ 724     $ 2,096  
Adjustments to reconcile net income to net cash flow from operating activities
                       
Net gain on instruments at fair value
    (7,710 )     (1,811 )      
Undistributed income of subsidiary
    6,267       475       (1,884 )
Decrease (increase) in other assets
    (779 )     (456 )     (18 )
Increase (decrease) in other liabilities
    58       125       239  
Other operating adjustments
    2,926       612        
 
                 
Net Cash (Used in) Provided by Operating Activities
    (1,200 )     (331 )     433  
 
                       
Investing Activities
                       
Capital contribution to subsidiaries
    (3,750 )     (133 )     63  
 
                 
Net Cash Provided by (Used in) Investing Activities
    (3,750 )     (133 )     63  
 
                       
Financing Activities
                       
Stock options exercised/awards
    17       341       252  
Issuance of preferred shares
    3,050              
Issuance and redemption of subordinated debentures
          8,247        
Cash dividend paid
    (351 )     (932 )     (918 )
Repurchase of stock
    (7 )     (3,400 )     (351 )
 
                 
 
Net Cash (Used in) Provided by Financing Activities
    2,709       4,256       (1,017 )
 
                       
(Decrease) Increase in Cash
    (2,241 )     3,792       (521 )
Cash at the Beginning of the Period
    5,764       1,972       2,493  
 
                       
 
                 
Cash at the End of the Period
  $ 3,523     $ 5,764     $ 1,972  
 
                 

35


 

Community Central Bank Corporation
Notes to Consolidated Financial Statements
(21) Fair Value Option for Financial Assets and Financial Liabilities
In February 2007, the Financial Accounting Standards Board issued Statement of Financial Accounting Standards No. 159, “The Fair Value Option for Financial Assets and Financial Liabilities” (SFAS 159). The statement permitted an entity to immediately elect the fair value option for existing eligible items. While not required to adopt the new standard until 2008, the Corporation elected to adopt it in the first quarter of 2007. The Corporation was also required to simultaneously adopt all the requirements under SFAS 157, “Fair Value Measurements.” As a result of the Corporation’s adoptions, certain financial instruments were valued at fair value using the fair value option.
The Corporation utilizes fair value measurements to record fair value adjustments to certain assets and liabilities and to determine fair value disclosures. Additionally, from time to time, the Corporation may be required to record at fair value other assets on a nonrecurring basis, such as loans held for sale, loans held for investment and certain other assets. These nonrecurring fair value adjustments typically involve application of lower of cost or market accounting or write-downs of individual assets.
Fair Value Hierarchy
Under SFAS 157, the Corporation groups assets and liabilities at fair value in three levels, based on the markets in which the assets and liabilities are traded and the reliability of the assumptions used to determine fair value. These levels are:
         
 
  Level 1   Valuation is based upon quoted prices for identical instruments traded in active markets.
 
       
 
  Level 2   Valuation is based upon quoted prices for similar instruments in active markets, quoted prices for identical or similar instruments in markets that are not active, and model-based valuation techniques for which all significant assumptions are observable in the market.
 
       
 
  Level 3   Valuation contains unobservable input(s) and is used to the extent observable inputs are not available, thereby allowing for situations in which there is little, if any, market activity. Level 3 instruments typically include, in addition to unobservable or Level 3 components, observable components.
Management has elected the fair value option for the following reasons for each of the eligible items or group of similar eligible items.
Investment Securities and FHLB Advances:
The election of SFAS 159 and SFAS 157 treatment for existing eligible investment securities was based on multiple factors which included the desire to utilize the Federal Home Loan Bank (“FHLB”) advance portfolio to offset volatility with the investment portfolio. Approximately $27.0 million of investment securities were originally selected for early adoption of SFAS 159 based primarily on the relatively short overall duration of the selected instruments. The overall effective duration of the instruments was 1.8 years based on current market interest rates. Many of the instruments have early call provisions, which based on current interest rate expectations have a high degree of probability to be called. Some instruments have been pre-refunded with certainty of maturity expected. The investments selected are primarily comprised of agency debentures and short-term callable bank qualified tax exempt municipal bonds. The selected securities are categorized under trading portfolio status. Management believes that it has more options of balance sheet management under the fair value option, including the management of volatility caused by the embedded options within these instruments. The short overall duration of the selected instruments, coupled with the utilization of FHLB advances as an attempt to hedge the risk, should mitigate large swings in fair values that will be recorded in the income statement as part of adoption of SFAS 159 and SFAS 157. Management cannot predict future interest rates and is reliant on forecasts and models to make decisions regarding interest rate and fair value risk.

36


 

Community Central Bank Corporation
Notes to Consolidated Financial Statements
The election of SFAS 159 treatment for the selected FHLB advances was based on management’s choice to provide a natural hedge against the securities selected under SFAS 159. The FHLB advances were selected for the fair value option based on the maturity ranges within the FHLB portfolio of advances. All maturities within 18 months from the early adoption date of January 1, 2007 were selected regardless of the instruments’ interest rates. The selected FHLB advances had a net unrealized gain position as of January 1, 2007 and March 31, 2007 and were selected solely as a natural balance sheet hedge for the investment portfolio elected under SFAS 159. The decrease in the unrealized loss position of the selected investments and the income recognized under SFAS 159 for the first three months of 2007 was completely offset by a corresponding decrease in unrealized gains within the selected FHLB advances. In the second quarter of 2007, management reviewed the selected instruments, the changes in overall market interest rates, the treasury yield curve and the structure of the embedded call options of the investments. Management felt that FHLB advances alone would not accurately hedge the investments. In May 2007, the Corporation acquired an interest rate swap to better hedge the fair value of the portfolio. The notional value of the interest rate swap was $18.0 million for a duration of three years, which approximated the overall duration of the trading portfolio under SFAS 159. Under the interest rate swap, the bank receives the three month Libor rate and pays a fixed rate of 5.275%, which is the average weighted yield of the hedged portfolio at the inception of the interest rate swap. During the fourth quarter of 2007, the Corporation restructured many of the instruments originally selected during the early adoption of SFAS 159. The resulting portfolio better matched the Corporation’s asset liability position. Additionally, should management and the ALCO committee believe other balance sheet strategies will better position the Bank and Corporation, other transactions could be considered, including the sale of investments classified under trading status. Management did not extinguish any FHLB advances before stated maturity. At June 30, 2008, all FHLB advances selected for SFAS 159 accounting treatment had matured.
Subordinated Debentures:
Management elected the fair value option for the subordinated debenture. Management considers the subordinated debenture a critical component for future growth and wishes to utilize interest rate swaps to hedge the risk of this longer term liability. Management elected SFAS 159 accounting treatment for interest rate swaps because it was less complex than alternative methods and therefore suitable for a community bank with limited resources. Management has elected the fair value option on the subordinated debenture which was issued on February 13, 2007 for $18.6 million. Additionally, an interest rate swap for a like kind notional value was secured, in part, to reduce any volatility associated with the recognition of the fair value option under SFAS 159. Under the interest rate swap the Corporation has agreed to receive a fixed rate of 6.71% and pay Libor plus 170 basis points. The debenture carries an interest rate fixed for 10 years at 6.71%, and was originally based on a ten year treasury interest rate swap of 5.06%, plus 165 basis points and was prior to the settlement of the interest rate swap hedging market fluctuations.
Management has the intent to utilize the fair value option on selected financial assets and liabilities on a go forward basis.
The valuations of the instruments measured under SFAS 157, “Fair Value Measurement,” for 2007 were measured under a market approach using matrix pricing investment for investment securities and the income approach using observable data for the liabilities reported under SFAS 159, “Fair Value Option.” The inputs were observable for the asset and liability yields on commonly quoted intervals based on similar assets and liabilities for level 2 instruments. Community Central Bank Corporation does not have a credit rating through any major credit research credit rating facilities. The Trust Preferred Market from which a basis for pricing on the subordinated debenture is arrived at is reflective of changes in the commercial banking environment. The pricing of the subordinated debenture is considered by management to be reflective of the current assessments as to the market for fixed rate trust preferred and subordinated debentures of similar duration. During several quarterly periods, the Trust Preferred Market reflected only a small base of participants in the market place. The disarray in the credit markets contributed to the lack of market transactions in this financial instrument. A determination was made, based upon the significance of unobservable parameters as of December 31, 2008 to the overall fair value measurement, to continue to report the subordinated debentures under level 3 significant unobservable inputs. In addition to the unobservable components, or level 3 components, observable components that can be validated to external sources are part of the validation methodology.

37


 

Community Central Bank Corporation
Notes to Consolidated Financial Statements
In 2008 the net change in the fair value of financial assets and liabilities, as measured under “The Fair Value Option” under Statement of Financial Accounting Standards (SFAS) 159, was $7.5 million on a pretax basis or $5.0 million after tax. This net gain from fair value reporting under SFAS 159 was primarily attributable to the change in fair value on the Corporation’s subordinated debenture and interest rate swap. Since the issuance of SFAS 159, the dramatic and historic widening of market credit spreads experienced for trust preferred security/ subordinated debenture issuances has continued to favorably impact the fair value measurement of the Corporation’s subordinated debenture through December 31, 2008. The Corporation hedges and protects itself from changes in interest rates with an interest rate swap. The hedge does not cover changes in credit spreads which typically occur over longer time periods. Changes in market conditions are not predictable and changes in credit spreads will cause changes in the fair value of this instrument and a possible loss in income. During 2008, the interest rate swap had a net favorable increase of $2.9 million in fair market value as measured under Statement of Financial Accounting Standards (SFAS) 159. The interest rate swap was intended from inception to hedge the Corporation’s subordinated debenture issuance which is also measured under SFAS 159. In the first quarter of 2009, the Corporation elected to unwind the interest rate swap position with the counterparty which resulted in realizing $3.3 million, representing substantially all of the unrealized swap gains that had been recorded as noninterest income, under SFAS 159 through December 31, 2008. This election was based on management’s determination that the interest rate swap would no longer provide a benefit to the Corporation.
The table below contains the fair value measurement at December 31, 2008 using the identified valuations and the changes in fair value for the twelve month period ended December 31, 2008.
                                 
                            Changes in fair value  
                            for twelve months  
                            ended December 31,  
                            2008 measured at fair  
                            value pursuant to  
            Fair Value Measurement at             election of the fair  
            December 31, 2008             value options  
 
    Fair Value     Significant Other     Significant     Other Gains or Losses  
    Measurements     Observable     Unobservable     in noninterest income  
          Inputs     Inputs     pretax income  
                         
Description   12/31/2008     (Level 2)     (Level 3)        
            (In thousands of dollars)                  
Trading Securities
  $ 17,463     $ 17,463     $     $ 262  
Securities available for sale
    76,552       76,552              
Interest rate swap hedging securities
    (958 )     (958 )           (417 )
Federal Home Loan Bank Advances
                      (14 )
Subordinated Debentures
    12,757             12,757       4,840  
Interest rate swap hedging subordinated debentures
    3,538       3,538             2,870  
 
                             
 
                               
 
                          $ 7,541  
 
                             
Interest income and interest expense of the respective financial instruments have been recorded in the consolidated statement of income based on the category of financial instrument.

38


 

Community Central Bank Corporation
Notes to Consolidated Financial Statements
Changes in level 3 recurring fair value measurements
The table below includes a roll forward of the balance sheet amounts for the twelve month period ended December 31, 2008 (including the change in fair value), for financial instruments classified by the Corporation within level 3 of the valuation hierarchy. When a determination is made to classify a financial instrument within level 3, the determination is based upon the significance of the unobservable parameters to the overall fair value measurement. However, level 3 financial instruments typically include, in addition to the unobservable or level 3 components, observable components (that is, components that can be validated to external sources); accordingly, the gains and losses in the table below include changes in fair value due in part to observable factors that are part of the valuation methodology. Also, the Corporation attempts to risk manage the observable components of level 3 financial instruments using derivative positions that are classified within level 2 of the valuation hierarchy; as these level 2 risk management instruments are not included below, the gains or losses in the table do not reflect the effect of the Corporation’s risk management activities related to such level 3 instruments.
                                                 
Fair value measurements using significant unobservable inputs
(In thousands)
                                            Changes in
                                            unrealized
                                            gains / (losses)
            Total realized /   Purchases   Transfers           related to financial
For the year ended   Fair Value   unrealized   issuances   in and / or   Fair Value   instruments held at
December 31, 2008   January 1, 2008   gains / (losses)   settlements, net   out of Level 3   December 31, 2008   December 31, 2008
 
Subordinated Debentures
  $ 17,597     $ 4,840                 $ 12,757     $ 4,840  
Assets Measured at Fair Value on a Nonrecurring Basis
Impaired Loans
The Corporation does not record loans at fair value on a recurring basis. However, from time to time, a loan is considered impaired and an allowance for loan loss is established. Loans for which it is probable that payment of interest and principal will not be made in accordance with the contractual terms of the loan agreement are considered impaired. Once a loan is identified as individually impaired, management measures impairment in accordance with SFAS 114, “Accounting by Creditors for Impairment of a Loan.” The fair value of impaired loans is estimated using primarily collateral value. Those impaired loans not requiring an allowance represent loans for which the fair value of the expected repayments or collateral exceed the recorded investments in such loans. The fair value of the collateral is based on an observable market price, current appraised value and management’s estimates of collateral and other market conditions. Due to the lack of market transactions, volatility in pricing and other factors, some of which may be unobservable, the Corporation recorded the impaired loans as nonrecurring level 3.
Other Real Estate Owned
Other real estate owned assets are adjusted to fair value upon transfer of the loans to foreclosed assets. Subsequently, other real estate owned assets are carried at the lower of carrying value or fair value. Fair value is based upon independent market prices, appraised values of the collateral or management’s estimation of the value of the collateral. The fair value of the collateral is based on an observable market price, a current appraised value, or management’s estimates. Due to the lack of transactions, volatility in pricing and other factors, some of which may be unobservable, the Corporation recorded other real estate owned as nonrecurring level 3.

39


 

Community Central Bank Corporation
Notes to Consolidated Financial Statements
The following table presents assets measured at fair value on a nonrecurring basis at December 31, 2008.
                                         
            Quoted Prices in            
            Active Markets   Significant Other   Significant    
            for Identical   Observable   Unobservable   Total Losses for
    Balance at   Assets   Inputs   Inputs   the year ended
Assets   December 31, 2008   (Level 1)   (Level 2)   (Level 3)   December 31, 2008
(In thousands)
Impaired loans accounted for under FAS 114
  $ 17,936                 $ 17,936     $ 4,509  
 
Other real estate owned
    2,913                   2,913       1,075  

40


 

Community Central Bank Corporation
Management’s Discussion and Analysis of Financial Condition and Results of Operations
FORWARD LOOKING STATEMENTS
This report contains forward-looking statements throughout this document, as well as in other public filings we make with the SEC, that are subject to risks and uncertainties. These forward-looking statements are based on management’s beliefs, assumptions, current expectations, estimates and projections about the financial services industry, the economy, and about the Corporation and the Bank. Words such as anticipates, believes, estimates, expects, forecasts, intends, is likely, plans, projects, variations of such words and similar expressions are intended to identify such forward-looking statements. These forward-looking statements are intended to be covered by the safe-harbor provisions of the Private Securities Litigation Reform Act of 1995. These statements are not guarantees of future performance and involve certain risks, uncertainties and assumptions that are difficult to predict with regard to timing, extent, likelihood and degree of occurrence. Actual results and outcomes may materially differ from what may be expressed or forecasted in the forward-looking statements. The Corporation undertakes no obligation to update, amend, or clarify forward looking statements, whether as a result of new information, future events (whether anticipated or unanticipated), or otherwise.
Future factors that could cause actual results to differ materially from the results anticipated or projected include, but are not limited to, the following: the credit risks of lending activities, including changes in the level and trend of loan delinquencies and write-offs; changes in general economic conditions, either nationally or in our market areas; changes in the levels of general interest rates, deposit interest rates, our net interest margin and funding sources; fluctuations in the demand for loans, the number of unsold homes and other properties and fluctuations in real estate values in our market areas; results of examinations of us by the Federal Deposit Insurance Corporation, Michigan Office of Financial and Insurance Services or other regulatory authorities, including the possibility that any such regulatory authority may, among other things, require us to increase our reserve for loan losses or to write-down assets; our ability to control operating costs and expenses; our ability to successfully integrate any assets, liabilities, customers, systems, and management personnel we have acquired or may in the future acquire into our operations and our ability to realize related revenue synergies and cost savings within expected time frames and any goodwill charges related thereto; our ability to manage loan delinquency rates; our ability to retain key members of our senior management team; costs and effects of litigation, including settlements and judgments; increased competitive pressures among financial services companies; changes in consumer spending, borrowing and savings habits; legislative or regulatory changes that adversely affect our business; adverse changes in the securities markets; inability of key third-party providers to perform their obligations to us; changes in accounting policies and practices, as may be adopted by the financial institution regulatory agencies or the Financial Accounting Standards Board; other economic, competitive, governmental, regulatory, and technological factors affecting our operations, pricing, products and services and other risks detailed in the Corporation’s reports filed with the Securities and Exchange Commission.

41


 

Community Central Bank Corporation
Management’s Discussion and Analysis of Financial Condition and Results of Operations
EXECUTIVE SUMMARY
Community Central Bank Corporation is the holding company for Community Central Bank (the “Bank”) in Mount Clemens, Michigan. The Bank opened for business in October 1996 and serves businesses and consumers across Macomb, Oakland, St. Clair and Wayne counties with a full range of lending, deposit, trust, wealth management, and Internet banking services. The Bank operates four full service facilities, in Mount Clemens, Rochester Hills, Grosse Pointe Farms and Grosse Pointe Woods, Michigan. Community Central Mortgage Company, LLC, a subsidiary of the Bank, operates locations servicing the Detroit metropolitan area, and northwest Indiana. River Place Trust and Community Central Wealth Management are divisions of Community Central Bank. Community Central Insurance Agency, LLC is a wholly owned subsidiary of Community Central Bank. The Corporation’s common shares trade on The NASDAQ Global Market under the symbol “CCBD.”
Our results of operations depend largely on net interest income. Net interest income is the difference in interest income the Corporation earns on interest-earning assets, which comprise primarily commercial and residential real estate loans, and to a lesser extent commercial business and consumer loans, and the interest the Corporation pays on our interest-bearing liabilities, which are primarily deposits and borrowings. Management strives to match the repricing characteristics of the interest-earning assets and interest-bearing liabilities to protect net interest income from changes in market interest rates and changes in the shape of the yield curve.
The results of our operations have been negatively affected by local and national economic conditions. The largest geographic segment of our customer base is in Macomb County, Michigan. The economic base of the County continues to diversify from the automotive service sector, although the impact of the restructuring of the American automobile companies has a direct impact on southeastern Michigan. A slowdown in the local and statewide economy has produced increased financial strain on segments of the Bank’s customer base. The Bank has experienced increased delinquency levels and losses in its loan portfolio, and in particular with builder / developer loans. Further downturns in the local economy may affect the demand for commercial loans and related small to medium business related products. This could have a significant impact on how the Corporation deploys earning assets. The competitive environment among other financial institutions and financial service providers and the Bank in the Macomb, Oakland, Wayne and St. Clair counties of Michigan may affect the pricing levels of various deposit products. The impact of competitive rates on deposit products may increase the relative cost of funds for the Corporation and thus negatively impact net interest income.
The Corporation recorded a $9.5 million provision for credit losses in 2008, based upon management’s review of the risks inherent in the loan portfolio and the level of our allowance for loan losses. Total nonperforming assets (which include nonaccruing loans, accruing loans 90 days or more past due, troubled debt restructured loans and foreclosed assets) as a percentage of total assets was 5.33% at December 31, 2008, compared to 3.61% at December 31, 2007. The increase in nonperforming assets from December 31, 2007 to December 31, 2008 was primarily attributable to an increase in restructured loans. It should be noted that of the $8.2 million in loans reported as Restructured Troubled Debt, $5.0 million were contractually current at December 31, 2008, and represent 61% of that classification. Nonaccruing loans as a percentage of total loans decreased slightly to 4.32% at December 31, 2008, from 4.35% for the prior year end as a result of loan charge-offs discussed below. The allowance for loan losses at December 31, 2008, was $7.3 million, or 1.80% of total loans and 28.36% of nonperforming loans (which includes nonaccruing loans, accruing loans 90 days or more past due and troubled debt restructured loans) versus $6.4 million, or 1.64% of total loans and 35.70% of nonperforming loans at December 31, 2007.
Net loan charge-offs on an annualized basis totaled 217 basis points for 2008 versus 27 basis points for 2007. Total year to date net loan charge-offs were $8.6 million in 2008 versus $1.0 million in 2007. Approximately $6.0 million or 70% of net loan charge-offs, were on builder / developer loans and reflect our local market conditions.

42


 

Community Central Bank Corporation
Management’s Discussion and Analysis of Financial Condition and Results of Operations
The Corporation continues to see competitive deposit rates offered from local financial institutions within the geographic proximity of the Bank which could have the effect of increasing the cost of funds to a level higher than management projects. The Corporation continues to utilize wholesale forms of funding earning assets through the FHLB and brokered certificates of deposit to balance both interest rate risk and the overall cost of funds. Brokered and Internet certificates of deposit are based on a nationwide interest rate structure, typically at what is considered to be a premium interest rate. The local competition for certificates of deposit products has intensified and the Bank has found this type of wholesale funding to often effectively compete with the rates offered for similar term retail certificates of deposit products of local community and regional banks.
A business plan objective has been the diversification of revenue from interest income. The Wealth and Trust divisions have been providing an increased source of fee income for the Corporation. In 2007, the Mortgage Company subsidiary restructured operations to commensurate with the level of overhead. In 2008, the Mortgage Company continued to focus on streamlining operations and providing incremental income to the Bank. The addition of a new branch location in Grosse Pointe Woods, Michigan, which opened in June 2008, represented the second branch location in this upscale market of southeastern Michigan. We continue to focus on strategies to increase our market share of core deposits.
During 2008, the Corporation established a newly authorized series of preferred stock designated as Series A Noncumulative Convertible Perpetual Preferred Stock. The number of authorized shares of Series A Preferred Stock is 7,000. On December 31, 2008, the Corporation completed the sale of 3,050 shares of Series A Preferred Stock to investors at a purchase price of $1,000 per share, for an aggregate offering price of $3,050,000. The Series A Preferred Stock can be converted into common stock of the Corporation at any time by the holders, or by the Corporation in certain circumstances, at an initial conversion price of $10.00 per share of common stock. Dividends on the Series A Preferred Stock are payable quarterly in arrears, if declared by the Corporation’s Board of Directors, at a rate of 12.00% per year on the liquidation preference of $1,000 per share. Dividends on the Series A Preferred Stock are noncumulative.
The additional capital raised from the Series A Preferred Stock offering supplements the Corporation’s existing capital base and allows it to continue its lending operations. The capital also provides an additional source for the Corporation’s subsidiary bank should it require additional capital.
As of December 31, 2008, the Bank and Corporation are both “well-capitalized”.

43


 

Community Central Bank Corporation
Management’s Discussion and Analysis of Financial Condition and Results of Operations
Selected Financial Information
The following table sets forth the Selected Consolidated Financial Statements for the period reported.
Selected Financial Condition Data
                                         
    For the Year Ended December 31,
    2008   2007   2006   2005   2004
    (In thousands)
Total assets
  $ 556,950     $ 520,305     $ 505,028     $ 462,012     $ 391,538  
Trading securities at fair value option
    17,463       20,115                    
Securities available for sale
    76,552       66,809       80,916       84,177       51,425  
Securities held to maturity
    1,515       977       1,017       1,094       1,161  
Gross loans
    407,117       389,912       367,282       334,951       305,439  
Allowance for credit losses
    7,315       6,403       3,815       3,580       3,377  
 
                                       
Total deposits
    357,376       328,635       355,856       314,373       278,856  
FHLB advances
    108,200       104,495       83,528       86,545       63,360  
Repurchase agreements
    39,394       32,659       15,688       13,184       11,492  
Subordinated debentures
    12,757       17,597       10,310       10,310       10,310  
Total stockholders’ equity
    34,394       33,228       36,665       35,532       25,591  
Summary of Operations
                                         
    For the Year Ended December 31,  
    2008     2007     2006     2005     2004  
    (In thousands, except per share data)  
Interest income
  $ 30,422     $ 32,925     $ 31,475     $ 24,230     $ 19,725  
Interest expense
    19,047       20,735       18,892       11,555       7,936  
 
                                       
 
                             
Net interest income
    11,375       12,190       12,583       12,675       11,789  
Provision for credit losses
    9,502       3,600       550       100       2,000  
Non-interest income
    11,451       5,692       4,935       4,809       6,546  
Non-interest expense
    16,718       13,853       14,509       13,132       13,346  
 
                                       
 
                             
Income (loss) before taxes
    (3,394 )     429       2,459       4,252       2,989  
 
                                       
Provision for income tax (benefit) expense
    (1,432 )     (295 )     363       1,179       782  
 
                             
Net income (loss)
  $ (1,962 )   $ 724     $ 2,096     $ 3,073     $ 2,207  
 
                             
 
                                       
Per share data:*
                                       
Basic earnings
  $ (0.53 )   $ 0.19     $ 0.52     $ 0.80     $ 0.68  
Diluted earnings
  $ (0.53 )   $ 0.19     $ 0.51     $ 0.78     $ 0.66  
Dividend declared
  $ 0.10     $ 0.24     $ 0.24     $ 0.21     $ 0.20  
 
*   Per share data has been retroactively adjusted to reflect the issuance of stock dividends.

44


 

Community Central Bank Corporation
Management’s Discussion and Analysis of Financial Condition and Results of Operations
Selected Financial Ratios
                                         
    For the Year Ended December 31,
    2008   2007   2006   2005   2004
Nonperforming assets as a percentage of total assets
    5.33 %     3.61 %     0.96 %     0.74 %     0.37 %
Nonperforming loans as a percentage of total loans
    6.33 %     4.60 %     1.29 %     0.99 %     0.25 %
Allowance for credit losses as a percentage of total loans
    1.80 %     1.64 %     1.04 %     1.07 %     1.11 %
Allowance for credit losses as a percentage of nonperforming loans
    28.36 %     35.70 %     80.66 %     108.09 %     435.74 %
 
Return on average assets
    (0.36 %)     0.14 %     0.42 %     0.72 %     0.57 %
Return on average equity
    (5.85 %)     2.06 %     5.82 %     9.43 %     8.98 %
Net interest margin
    2.30 %     2.68 %     2.83 %     3.23 %     3.31 %
Dividend payout ratio
    (17.89 %)     128.59 %     43.80 %     24.15 %     25.87 %
Average equity to average assets
    6.18 %     6.86 %     7.25 %     7.61 %     6.34 %
Application of Critical Accounting Policies
Allowance for Credit Losses: The Corporation performs a detailed quarterly review of the allowance for credit losses. The Corporation evaluates those loans classified as substandard, under its internal risk rating system, on an individual basis for impairment under SFAS 114. The level and allocation of the allowance is determined primarily on management’s evaluation of collateral value, less the cost of disposal, for loans reviewed in this category. The remainder of the total loan portfolio is segmented into homogeneous loan pools with similar risk characteristics for evaluation under SFAS 5. The Corporation uses factors such as, historical portfolio losses, national and local economic trends and levels of delinquency to determine the appropriate level and allocation of the allowance for loans in this grouping. The Corporation’s policy dictates that specifically identified credit losses be recognized immediately by a charge to the allowance for credit losses.
Inherent risks and uncertainties related to determination of adequacy of the allowance for credit losses require management to depend on estimates, appraisals and evaluations of loans to prepare the analysis. Changes in economic conditions and the financial prospects of borrowers may result in changes to the estimates, appraisals and evaluations used. In addition, if circumstances and losses differ substantially from management’s assumptions and estimates, the allowance for credit losses may not be sufficient to absorb all future losses and net income could be significantly impacted.

45


 

Community Central Bank Corporation
Management’s Discussion and Analysis of Financial Condition and Results of Operations
Assets
At December 31, 2008, the Corporation’s total assets were $557.0 million, an increase of $36.6 million or 7.03%, from December 31, 2007. The largest segment of asset growth for the year ended December 31, 2008 occurred in the loan portfolio, which increased $17.2 million. Cash and cash equivalents increased $7.0 million with a $4.0 million increase occurring in Federal funds sold. Trading securities decreased $2.6 million in 2008 primarily from the call of an agency security. Securities available for sale of $76.6 million increased $9.7 million from purchases of government guaranteed securities.
Commercial real estate loans increased $20.1 million in 2008, or 7.60%, over 2007. The growth in the commercial real estate portfolio is consistent with the Corporation’s commercial lending focus. The Corporation believes that the staff of seasoned commercial lenders and referrals from the board of directors actively involved in the local business community has contributed to the growth of the commercial real estate portfolio. The primary collateral on these loans is commercial real estate, although other forms of collateral are also used to secure the loans. We also typically obtain the personal guarantees of the borrowers. Commercial and industrial loans at December 31, 2008 totaled $38.7 million, an increase of $5.7 million or 17.2%, over the year ended December 31, 2007. Commercial and industrial loans as a percentage of total loans comprised 9.5% at December 31, 2008, an increase from 8.5% of total loans at December 31, 2007. The Corporation has historically had a lower percentage of commercial and industrial type loans compared to commercial real estate loans as it concentrates its level of lending expertise in the commercial real estate sector. A continued downturn in the local economy may affect the Corporation’s ability to grow the commercial lending portfolio given the capital requirements of this type of lending and the ability to secure credit worthy borrowers in a depressed economic environment.
The residential mortgage loan portfolio totaled $54.4 million at December 31, 2008, a decrease of $6.4 million or 10.5%, from 2007. The Corporation continues to sell the residential mortgage loans it originates as the yields available from these loans is relatively lower in comparison to the commercial base. The Corporation does retain the servicing, allowing the Corporation to retain customers and the related deposit base, coupled with other banking products. Adjustable rate loans represented $40.3 million, or 74.1%, of the total residential mortgage loan portfolio at December 31, 2008. Residential mortgage loans are made principally as an accommodation to our business banking customers. Adjustable rate residential mortgage loans are held in the loan portfolio while longer duration, 15 year and 30 year fixed residential loans are typically sold to manage the Corporation’s interest rate risk profile. The residential ARM loans reprice typically at 400 basis points over the one year Treasury rate. The home equity lines of credit (“HELOC”) totaled $21.2 million, or 5.2% of total loans, at December 31, 2008, an increase of $324,000 from 2007. This portfolio product is tied to The Wall Street Journal prime interest rate. These loans are fully secured by real estate and are currently originated with loan to values (including all prior liens) up to 80% of the current appraised value of the real estate. The Corporation has significantly curtailed lending in this segment of the loan portfolio due to the dramatic decline in real estate collateral values in southeastern Michigan and nationwide.
Consumer loans (excluding HELOCs and credit card loans) totaled $7.1 million at December 31, 2008, a decrease of $2.6 million from December 31, 2007, as management intentionally sought to reduce the Corporation’s exposure in this portfolio. The largest portion of the consumer loan portfolio is comprised of boat loans. The Corporation’s geographic proximity to Lake St. Clair and the lending experience in this area have contributed to this segment of the portfolio. In 2005, the Corporation offered less competitive interest rates on boat loans to reduce potential credit exposure in the area. The current downturn in the local economy has adversely affected the ability of borrowers to repay the outstanding loans. At December 31, 2008, boat loans comprised approximately $6.0 million, or 84.0%, of the consumer loan portfolio and 1.5% of total loans compared to $8.5 million, or 87.6%, of the consumer portfolio and 2.2% of total loans at December 31, 2007.
Credit card loans at December 31, 2008 totaled $846,000 compared to $729,000 at December 31, 2007. The Corporation continues to book credit card loans as a customer accommodation and does not actively market this product. The growth in this specific part of the portfolio is directly linked to commercial loan growth.

46


 

Community Central Bank Corporation
Management’s Discussion and Analysis of Financial Condition and Results of Operations
Mortgage loans held for sale totaled $3.3 million at December 31, 2008 compared to $4.8 million at December 31, 2007. The mortgage loans were originated by the Bank’s mortgage subsidiary. The decrease in total mortgages held for sale at December 31, 2008 compared to December 31, 2007 was attributable to lower volumes of mortgage loan originations and reflects a slowdown in regional and national refinance activity as well as fewer home purchases in southeastern Michigan. Loans closed generally remain in loans held for sale for less than 30 days in duration. Loans are normally committed for sale before funding takes place.
The investment security portfolio totaled $95.5 million at December 31, 2008, compared to $87.8 million at December 31, 2007, and was comprised of securities held as available for sale, held to maturity and held as trading.
Total securities available for sale increased $9.7 million from December 31, 2007 to $76.6 million at December 31, 2008, primarily from the purchase of U.S. Agency mortgage backed securities. At December 31, 2008, the available for sale portfolio had net unrealized losses of $401,000, or approximately 0.5%, of the aggregate portfolio. As of December 31, 2008, the available for sale portfolio comprised $12.0 million in U.S. Agency debentures, $52.3 million in U.S. Agency mortgage backed securities, including collateralized mortgage obligations, $11.6 million in bank qualified tax exempt municipal bonds and $500,000 in a CRA fund invested in mortgage backed obligations. U.S. Agencies are primarily pledged against repurchase agreements and advances from the Federal Home Loan Bank of Indianapolis. The Corporation had less than half of one percent of the portfolio invested in corporate instruments at December 31, 2008. The largest net change in securities categories between 2008 and 2007 occurred in the U.S. Agency debenture and mortgage backed securities portfolios that increased $26.8 million in total during 2008. This increase was partially offset by the reduction in the municipal bond portfolio, which decreased $17.2 million as a result of sales which were intended to reduce the exposure. The Corporation increased U.S Government mortgage backed securities primarily in Ginnie Mae (GNMA) mortgage backed instruments. These securities are guaranteed by the full faith and credit of the U.S. Government. Unrealized losses have not been recognized into income, except for those securities classified as trading under the SFAS 159 fair value option, because the issuers’ bonds are of high credit quality. The Corporation has the intent and ability to hold the securities classified under available for sale for the foreseeable future and declines in the fair value are primarily due to increased market interest rates.
The trading portfolio totaled $17.5 million as of December 31, 2008. The average effective duration of the trading portfolio as of December 31, 2008 was approximately 1.0 year and an average life of 1.26 years, with a weighted average coupon rate of 4.89%. Management decided to classify the original securities at January 1, 2007, under SFAS 159 because of the characteristics of the instruments, which included the optionality and the ability of the Corporation to hedge the instruments utilizing above market value Federal Home Loan Bank advances. Furthermore, in adopting SFAS 159, the Corporation was able to utilize the fair value option on off balance sheet hedges and account for the hedges in a manner which is less complex than was previously available under GAAP. Other reasons influencing management’s decision to classify the selected instruments under SFAS 159 include overall ALCO strategies and the shape of the treasury yield curve and management expectations on short-term interest rates. The trading portfolio as of December 31, 2008 comprised $11.6 million of U.S. Agency debentures with an effective duration of 1.2 years and $5.9 million in U.S. Agency collateralized mortgage obligations (CMO’s) with an effective duration of .67 years. All of the CMO’s held in the trading portfolio pass the FFIEC stress test with relatively short average lives under differing rate scenarios.
In May 2007, the Corporation acquired an interest rate swap to better hedge the fair value of the trading portfolio. The notional value of the interest rate swap was $18.0 million for a duration of three years, which approximated the overall duration of the trading portfolio under SFAS 159. Under the interest rate swap the bank receives the three month Libor rate and pays a fixed rate of 5.275%, which is the average weighted yield of the hedged portfolio at the inception of the interest rate swap. The interest rate swap is accounted for under the “Fair Value Option for Financial Assets and Liabilities” (SFAS 159) and therefore no formal hedge accounting under SFAS 133 is applicable. The Corporation is currently reviewing the structure of the hedge and is considering restructuring a portion of the trading portfolio to better provide protection in a falling short-term rate environment and provide protection to a lesser extent in a rising rate environment.

47


 

Community Central Bank Corporation
Management’s Discussion and Analysis of Financial Condition and Results of Operations
The downturn in local economic conditions has led to an increase in delinquency and foreclosure activity in our market area, as it has nationwide. Nonaccrual loans in the category of commercial real estate totaled $12.6 million at December 31, 2008, and decreased $1.8 million from December 31, 2007. The decrease in nonaccruing commercial real estate loans was aided by net charge-offs of $6.9 million, with $6.1 million comprised of builder / developer loans. Commercial and industrial nonaccrual loans totaled $96,000 at December 31, 2008, and decreased $50,000 from December 31, 2007. Nonaccrual residential real estate loans totaled $3.6 million at December 31, 2008, which was an increase of $1.5 million compared to December 31, 2007. Nonaccruing home equity lines of credit totaled $760,000 at December 31, 2008 compared to $354,000 at December 31, 2007. The total nonaccruing consumer loans of $571,000 increased dramatically from the $30,000 recorded at December 31, 2007, and is primarily attributable to delinquent boat loans in the portfolio. The Corporation experienced worsening delinquencies and higher levels of repossession with boat loans as evidenced by $976,000 in boat collateral repossessed and owned by the Corporation at December 31, 2008. This is in contrast to December 31, 2007, when the Corporation had no repossessed boats. The Corporation’s nonperforming assets to total assets increased to 5.33% at December 31, 2008 compared to 3.61% at December 31, 2007, primarily as the result of the addition of troubled debt restructured loans which represented $8.2 million, or 75%, of the increase. Loans classified as troubled restructured debt involve forgiving a portion of interest or principal, making loans at materially less than market rates or terms or conditions not normally given to customers. The Corporation continues to carefully monitor the performance of all of its loans. The allowance for loan losses compared to total loans at December 31, 2008 was 1.80% and the allowance for loan losses to nonperforming loans at that date was 28.36%.
For additional information on our nonperforming assets, see nonperforming assets under Note 5 of the Notes to Consolidated Financial Statements.
All loans are to be reported as being in nonaccrual status if: (a) they are maintained on a cash basis because of deterioration in the financial position of the borrower, (b) payment in full of interest or principal is not expected, or (c) principal or interest has been in default for a period of 90 days or more. If it can be documented that the loan obligation is both well secured and in the process of collection, the loan may stay on accrual status. Any exceptions to automatic nonaccrual status at 90 days must be approved in writing by the Senior Loan Officer and the Chief Financial Officer. A nonaccrual asset may be restored to an accrual status when none of its principal or interest is due and unpaid, when it otherwise becomes well secured and in the process of collection. A debt is “well-secured” if it is secured (1) by collateral in the form of liens on or pledges of real or personal property, including securities, that have a realizable value sufficient to discharge the debt (including accrued interest) in full, or (2) by the guaranty of a financially responsible party. A debt is “in the process of collection” if collection of the debt is proceeding in due course either through legal action, including judgment enforcement procedures, or, in appropriate circumstances, through collection efforts not involving legal action which are reasonably expected to result in repayment of the debt or in its restoration to a current status in the near future, generally within the next 90 days.
The allowance for credit losses as a percentage of total loans was 1.80% at December 31, 2008 versus 1.64% at December 31, 2007. The large increase in the reserve percentage was primarily attributable to an increase in impaired loans with collateral deficiency. Management evaluates the condition of the loan portfolio on a quarterly basis to determine the adequacy of the allowance for credit losses. Management’s evaluation of the allowance is further based on consideration of actual loss experience, the present and prospective financial condition of borrowers, adequacy of collateral, industry concentrations within the portfolio, and general economic conditions. Management believes that the present allowance is adequate, based on the broad range of considerations listed above.

48


 

Community Central Bank Corporation
Management’s Discussion and Analysis of Financial Condition and Results of Operations
Net loan charge-offs to average loans for the year ended December 31, 2008 totaled 2.17%, compared to 0.27% for the year ended December 31, 2007. Total loan charge-offs for 2008 were $8.6 million, compared with $1.0 million in loan charge-offs in 2007. Total recoveries in 2008 were $280,000 compared with total recoveries of $88,000 in 2007. The largest increase in charge-offs occurred in the commercial real estate loan areas which totaled $6.9 million or an increase over 2007 of $6.6 million. This increase was attributable to charge-offs of $6.1 million in builder / developer loans. All areas of the loan portfolio experienced higher levels of net loan charge-offs compared to 2007. The consumer loan portfolio, which is comprised primarily of boat loans experienced the largest percentage of net charge-offs totaling 9.40%. The increase is attributable to the worsening economic conditions in southeastern Michigan.
At December 31, 2008, the specific allowance for the commercial real estate portfolio was $4.2 million, which was slightly below the specific allowance of $4.4 million at December 31, 2007. Net loan charge-offs in the commercial real estate portfolio were $6.8 million during 2008. The large level of charge-offs was attributable to builder / developer loans with losses directly connected to the collateral value of undeveloped land. The reserve level for commercial real estate reflected lower levels of specific impairment due to the level of loan charge-offs. The specific reserve level for the commercial and industrial portfolio of $936,000 was attributable to several loans in which underlying collateral values had decreased. Residential real estate loans, home equity lines of credit, consumer loans and credit card loans all had higher levels of specific reserves at December 31, 2008 than the previous year end. Again, this increase was attributable to the worsening economic conditions in southeastern Michigan and known impairment in the portfolio. The allowance for credit losses increased $912,000 in 2008 to $7.3 million. The changes in reserve allocations between the types of loans were the result of changes in impairment as defined under SFAS 114 and under SFAS 5. The Corporation performs a detailed quarterly review of the allowance for credit losses. The Corporation evaluates those loans classified as substandard, under its internal risk rating system, on an individual basis for impairment under SFAS 114.
The level of allocation of the allowance is determined primarily on management’s evaluation of collateral value, less the cost of disposal, for the loans reviewed in this category. The remainder of the loan portfolio is segmented into loan pools with similar risk characteristics for evaluation under SFAS 5.
The primary risk element considered by management regarding each consumer and residential real estate loan is lack of timely payment. Management has a reporting system that monitors past due loans and has adopted policies to pursue its creditor’s rights in order to preserve the Bank’s position. The primary risk elements concerning commercial and industrial loans and commercial real estate loans are the financial condition of the borrower, the sufficiency of collateral, and lack of timely payment. Management has a policy of requesting and reviewing annual financial statements from its commercial loan customers and periodically reviews existence of collateral and its value.
At December 31, 2008, loans totaling $14.4 million comprising primarily commercial real estate loans, were not included in the non-performing asset table contained in Note 5 of the Notes to Consolidated Financial Statements where the known information about possible credit problems of borrowers caused management to have serious doubts as to the ability of the borrowers to fully comply with present loan repayment terms and which may result in disclosure of such loans in the future.
Although management believes that the allowance for credit losses is adequate to absorb losses as they arise, there can be no assurance that the Bank will not sustain losses in any given period that could be substantial in relation to the size of the allowance for credit losses. It must be understood that inherent risks and uncertainties related to the operation of a financial institution require management to depend on estimates, appraisals and evaluations of loans to prepare the Corporation’s financial statements. Changes in economic conditions and the financial prospects of borrowers may result in changes to the estimates, appraisals and evaluations used. In addition, if circumstances and losses differ substantially from management’s assumptions and estimates, the allowance for loan losses may not be sufficient to absorb all future losses and net income could be significantly impacted.

49


 

Community Central Bank Corporation
Management’s Discussion and Analysis of Financial Condition and Results of Operations
Liabilities
During the year ended December 31, 2008, total deposits increased $28.7 million to $357.4 million. The increase in deposits was attributable to an increase in noninterest bearing demand deposit accounts of $2.5 million and time deposits of $42.3 million. The increase was offset by declines in money market savings of $14.1 million as depositors sought higher yielding instruments. The majority of the decrease in money market accounts was related to indexed money market deposit accounts which are tied to the six month Treasury bill. The increase in time deposits was attributable to increases from the Bank’s own customer base of $29.0 million and increases in brokered time deposits totaling $40.7 million. These increases were partially offset by decreases in municipal time deposit balances of $27.4 million. The municipalities had universally decreased the level of time deposits with small community banks in southeastern Michigan to seek larger institutions during the turbulent banking and economic environment that has marked 2008. Brokered and Internet deposits included in the category of time deposits over $100,000 comprised $166.4 million and $1.1 million, respectively. These deposits often comprise the least expensive source of time deposit funding available for our institution. Time deposits under $100,000 increased $4.3 million in 2008, due in part to the opening of our Grosse Pointe Woods branch, which opened in June of 2008. Noninterest bearing deposits, primarily business related checking accounts, increased $2.5 million, or 7.9%, at December 31, 2008 compared to December 31, 2007. This was primarily the result of an increased drive for core deposits and overall commercial lending growth. The competitive rate environment amongst local financial institutions has made the Corporation decide in some cases not to raise the interest rate on the deposit product at the time frequency or level to match or exceed interest rates given by local financial institutions. The Corporation continues to see competitive deposit rates offered by local financial institutions within the geographic proximity of the Bank, which could have the affect of increasing the cost of funds to a level higher than management projects. While the Bank will continue its focus on generating local deposits, it will continue to use Federal Home Loan Bank (“FHLB”) advances and brokered certificates of deposit to fund asset growth as a viable alternative to local deposits to balance both interest rate risk and the overall cost of funds. Brokered and Internet certificates of deposit are based on a nationwide interest rate structure, typically at what is considered to be premium interest rates. However, the local competition for certificates of deposit products has continued to be strong and the Bank has found the wholesale funding strategy to often effectively compete with the rates offered for similar term retail certificates of deposit products of local community and regional banks.
The following table shows the balance of specific deposit categories and the percentage of each category compared to total deposits.
                                 
    December 31, 2008     December 31, 2007  
    Balance     Percentage     Balance     Percentage  
    (Dollars in thousands)  
Noninterest bearing demand
  $ 34,169       9.56 %   $ 31,647       9.60 %
NOW accounts-interest bearing checking
    13,670       3.83 %     14,907       4.50 %
Money Market
    24,484       6.85 %     38,560       11.70 %
Savings
    8,585       2.40 %     9,326       2.80 %
Time deposits under $100,000
    43,685       12.22 %     39,395       12.00 %
Time deposits $100,000 and over
    232,783       65.14 %     194,800       59.40 %
 
                       
 
Total deposits
  $ 357,376       100.00 %   $ 328,635       100.00 %
 
                       
Short-term borrowings increased $8.4 million to $45.9 million at December 31, 2008 from December 31, 2007, due primarily to an increase in repurchase agreements which are based on the seasonal need for funds to the commercial and municipal customers who utilize the repurchase agreement product and may vary in total size dependent upon those customers’ needs. At December 31, 2008, short-term FHLB advances totaled $25.5 million and short-term repurchase agreements totaled $20.4 million. The weighted average interest rate paid on short-term borrowings at December 31, 2008 was 2.66%.

50


 

Community Central Bank Corporation
Management’s Discussion and Analysis of Financial Condition and Results of Operations
In June 2001, the Corporation started to borrow long-term advances from the FHLB to fund fixed rate investments, as part of its efforts to manage the interest rate risk associated with certain fixed rate commercial mortgage loans and investment securities. These advances are secured under a blanket security agreement by first mortgage loans and the pledging of certain securities. At December 31, 2008, FHLB advances were comprised of $25.5 million in short-term advances with a weighted average interest rate of 3.50% and long-term advances of $82.7 million with a weighted average interest rate of 4.43%. The aggregate weighted average interest rate of all FHLB advances was 4.21% with a weighted average remaining maturity of 4.1 years as of December 31, 2008. Long-term advances comprised 25 advances maturing from January 2010 to June 2016.
Stockholders’ Equity
Stockholder’s equity was $34.4 million as of December 31, 2008, which was an increase of $1.2 million from December 31, 2007. The increase in stockholder’s equity was primarily attributable to the sale of $3.1 million of noncumulative convertible perpetual preferred stock and an increase in other comprehensive income $339,000. The net loss of $1.96 million for 2008, coupled with a cash dividend declared early in 2008, partially offset the increases in equity from the preferred stock issuance and comprehensive income.

51


 

Community Central Bank Corporation
Management’s Discussion and Analysis of Financial Condition and Results of Operations
Net Interest Income
The following table shows the dollar amount of changes in net interest income for each major category of interest-earning asset and interest-bearing liability, and the amount of change attributable to changes in average balances (volume) or average rates for the periods shown. Variances that are jointly attributable to both volume and rate changes have been allocated to the volume component.
                                                 
    Year Ended     Year Ended  
    December 31, 2008 vs. 2007     December 31, 2007 vs. 2006  
    Increase (Decrease)     Increase (Decrease)  
    Due to Changes In     Due to Changes In  
            Volume                     Volume        
    Total     and Both     Rate     Total     and Both     Rate  
    (In thousands)  
Earning Assets — Interest Income
                                               
Loans
  $ (2,264 )   $ 1,486     $ (3,750 )   $ 1,172     $ 731     $ 441  
Securities
    (24 )     72       (96 )     (24 )     (100 )     76  
Federal funds sold
    (215 )     93       (308 )     302       305       (3 )
 
                           
 
Total
    (2,503 )     1,651       (4,154 )     1,450       936       514  
 
                           
 
                                               
Deposits and Borrowed Funds — Interest Expense                                        
NOW and money market accounts
    (1,590 )     (249 )     (1,341 )     1,159       791       368  
Savings deposits
    (82 )     25       (107 )     9       (11 )     20  
Time deposits
    (354 )     1,009       (1,363 )     (616 )     (1,671 )     1,055  
FHLB advances and repurchase agreements
    1,057       1,127       (70 )     603       667       (64 )
Capitalized lease obligation and ESOP loan
    (5 )     (3 )     (2 )     (4 )     (5 )     1  
Subordinated debentures
    (714 )     (113 )     (601 )     692       820       (128 )
 
                                   
Total
    (1,688 )     1,796       (3,484 )     1,843       591       1,252  
 
                                               
 
                                   
Net Interest Income
  $ (815 )   $ (145 )   $ (670 )   $ (393 )   $ 345     $ (738 )
 
                                   
Net interest income was $11.4 million for the year ended December 31, 2008, a decrease of $815,000, or 6.7%, compared to the year ended December 31, 2007. Net interest margin, as measured on a tax equivalent basis, was 2.30% for 2008 compared with 2.68% in 2007. The decrease in net interest margin was primarily the result of a higher level of nonaccruing loans in 2008 compared to 2007. The reversal of interest and forgone interest totaled approximately $1.7 million and affected the net interest margin negatively by 34 basis points or approximately 90% of the decrease in net interest margin.
Interest income decreased $2.5 million, or 7.6%, to $30.4 million for the year ended December 31, 2008, compared to $32.9 million for the year ended December 31, 2007. The decrease in interest income was attributable primarily to a decrease in market interest rates, with the largest decrease attributable to the decline in loan yields due to the historic drop in short-term interest rates instituted by the Federal Reserve Bank in 2008. Also affecting the decline in interest income from total loans was the higher overall level of nonperforming assets during 2008 compared to 2007, since loans classified as nonaccrual do not accrue interest income. The slight decrease in interest income from securities for the same time period was caused by decreases in short-term interest rates and resulting reinvestment of the security portfolio runoff at lower market rates. Partially offsetting this decrease was an overall average increase in the security portfolio volume from 2007 to 2008. Interest expense decreased $1.7 million, or 8.1%, to $19.0 million for the year ended December 31, 2008, compared to $20.7 million for the year ended December 31, 2007. The decrease in interest expense from 2008 compared to 2007 was due to the large and historic drop in market interest rates during 2008, with every category of interest-bearing liabilities posting a decline in interest expense, except for the category of FHLB borrowings which increased solely due to volume levels.

52


 

Community Central Bank Corporation
Management’s Discussion and Analysis of Financial Condition and Results of Operations
Net interest income was $12.2 million for the year ended December 31, 2007, a decrease of $393,000, or 3.1%, over the year ended December 31, 2006. Net interest margin, as measured on a tax equivalent basis, was 2.68% for 2007 compared with 2.83% in 2006. The decrease in net interest margin was primarily the result of higher deposit funding costs in a highly competitive deposit pricing environment. During 2007, the decrease in lower yielding core deposit accounts was one of the primary drivers of net interest margin compression. Additionally, the flat yield curve produced an interest rate environment that resulted in lower incremental interest rate spreads on new loan and investment growth.
Interest income increased $1.5 million, or 4.6%, to $32.9 million for the year ended December 31, 2007, compared to $31.5 million for the year ended December 31, 2006. The increase in interest income for 2007 was attributable to both an increase in loan volume and in the higher overall yield earned on loans as a result of an increase in market interest rates. The slight decrease in interest income from securities for the same time period was primarily attributable to a decrease in volume, partially offset by an increase in income from an increase in the aggregate yield of the security portfolio resulting from maturities and restructuring.
Interest expense increased $1.8 million, or 9.8%, to $20.7 million for the year ended December 31, 2007, compared to $18.9 million for the year ended December 31, 2006. The increase in interest expense from 2007 compared to 2006 was largely due to interest expense on NOW and money market accounts, and borrowings, including subordinated debentures, primarily related to volume. The increase in interest expense from the subordinated debentures was due to the Corporation’s issuance of an additional $18.0 million of subordinated debentures in February 2007 and the overall rate paid on the outstanding debentures during the year. In June of 2007, the Corporation redeemed $10.0 million of previously issued subordinated debentures bearing a higher interest rate than the newly issued debentures, which will help reduce the cost of funds moving forward. Interest expense associated with time deposits decreased $616,000 in 2007 compared to 2006 as a result of volume.
The average yield on earning assets for 2008 was 5.97% compared to 6.84% in 2007. The average yield on the total loan portfolio, which contains both loans held for sale and investment for 2008 was 6.45% compared to 7.45% in 2007. At the end of 2008, the Community Central Bank prime rate stood at 5.0%. The Corporation did not move in tandem with the Federal funds rate movement during every rate decrease. The overnight Federal funds rate started 2008 at 4.25% moving to almost zero at the end of 2008. The commercial, commercial real estate and home equity line loan portfolios that reprice with prime interest rate changes totaled approximately $133.0 million and were the primary driver for the decrease in total loan yield during 2008. The Corporation’s security portfolio had an average non-tax adjusted yield of 4.57% during 2008. The yield was slightly lower than the average yield recorded. At December 31, 2008, $10.4 million of the total investment portfolio was variable rate.
The average rate paid on interest-bearing liabilities in 2008 was 4.07% compared to 4.72% in 2007. The decrease in the average rate was due to the lower overall rate paid on interest-bearing liabilities which was consistent with the decrease in overall market interest rates. The decrease in the average yield for NOW and money market accounts for 2008 was primarily attributable to the indexed money market account, with an average yield of 1.56% in 2008 versus 3.66% in 2007. The average yield paid on savings also decreased, moving to 1.64% in 2008, from 2.50% in 2007 as a result of the introduction of a high balance savings product. The average yield on time deposits decreased due to the decrease in market rates and the repricing characteristics of this deposit category. The yield on the total time deposit portfolio decreased to 4.49% in 2008 from 5.09% in 2007. The yield on FHLB advances and repurchase agreements decreased to 4.23% in 2008 from 4.29% in 2007 due to the repricing of variable advances and the decrease in the interest rate paid on retail repurchase agreements. This was partially offset by an increase in the reset rate of the wholesale structured repurchase agreements totaling $19.0 million. The average rate paid on the subordinated debenture decreased in 2008 to 5.83% from 7.76%, reflecting the effects of the interest rate swap which reduced the overall cost of funds on this instrument. The interest rate swap lowered the cost of funds as short-term interest rates continued to decrease in 2008.
The average yield on earning assets for 2007 was 6.84% compared to 6.74% in 2006. The average yield on the total loan portfolio, which contains both loans held for sale and investment for 2007 was 7.45% compared to 7.33% in 2006. At the end of 2007, the Community Central Bank prime rate stood at 7.25%. During the fourth quarter of 2007, the Federal Open Market Committee of the Federal Reserve lowered the overnight Federal funds

53


 

rate from 5.25%, where it had started at the beginning of 2007, to 4.25% at the end of 2007, or a 1% reduction, which did not have a material affect on the yield for the total year. The commercial, commercial real estate and home equity line loan portfolios that reprice with prime interest rate changes totaled approximately $142.0 million and were the primary driver for the increase in total loan yield during 2007. The Corporation’s security portfolio had an average non-tax adjusted yield of 4.67% during 2007, although yield climbed through 2007, with the ending weighted average taxable equivalent yield to maturity at December 31, 2007 totaling 5.50%. At December 31, 2007, $8.7 million of the total investment portfolio was variable rate.
The average rate paid on interest-bearing liabilities in 2007 was 4.72% compared to 4.45% in 2006. The increase in the average rate was due to the overall rate paid on interest-bearing liabilities due to the increase in overall market interest rates. The increase in the average yield for NOW and money market accounts for 2007 was primarily attributable to the introduction of a premium rate based money market account, with an average yield of 3.66% in 2007 versus 2.79% in 2006. The average yield paid on savings also increased slightly, moving to 2.50% in 2007 from 2.34% in 2006, as a result of the introduction of a high balance savings product. The average yield on time deposits increased due to the increase in market rates and the repricing characteristics of this deposit category. The yield on the total time deposit portfolio increased to 5.09% in 2007 from 4.68% in 2006. The yield on FHLB advances and repurchase agreements decreased to 4.29% in 2007 from 4.35% in 2006 due to the repricing of variable advances and the decrease in the interest rate paid on repurchase agreements from the addition of wholesale structured repurchase agreements totaling $19.0 million in balances. The average rate paid on the subordinated debenture decreased in 2007 to 7.76% from 9.00%, reflecting the Corporation’s issuance of $18.0 million of subordinated debenture with an overall lower interest rate of 6.71% compared to the redemption in June of the Corporation’s subordinated debt which averaged 9.00% in 2006.

54


 

Community Central Bank Corporation
Management’s Discussion and Analysis of Financial Condition and Results of Operations
The following table shows the Corporation’s consolidated average balances of assets, liabilities, and equity. The table also details the amount of interest income or interest expense and the average yield or rate for each category of interest-earning asset or interest-bearing liability, and the net interest margin for the periods indicated. The average balance of securities represents amortized cost. Nonaccruing loans are included in the average loans outstanding with no yield associated with them.
                                                                         
    Year Ended December 31,  
    2008     2007     2006  
                    Average                     Average                     Average  
            Interest     Rate             Interest     Rate             Interest     Rate  
    Average     Income/     Earned/     Average     Income/     Earned/     Average     Income/     Earned/  
    Balance     Expense     Paid     Balance     Expense     Paid     Balance     Expense     Paid  
    (In thousands)          
Assets
                                                                       
Loans
  $ 397,600     $ 25,640       6.45 %   $ 374,502     $ 27,904       7.45 %   $ 364,593     $ 26,732       7.33 %
Securities
    96,226       4,396       4.57 %     94,669       4,420       4.67 %     96,720       4,444       4.59 %
Federal funds sold
    16,597       386       2.44 %     12,003       601       5.01 %     5,906       299       5.06 %
 
                                                           
 
                                                                       
Total Earning Assets /
                                                                       
Total Interest Income /
                                                                       
Average Yield
    510,423       30,422       5.97 %     481,174       32,925       6.84 %     467,219       31,475       6.74 %
 
                                                                 
 
                                                                       
Cash and due from banks
    7,822                       7,173                       7,308                  
All other assets
    24,986                       23,523                       22,661                  
 
                                                                 
 
                                                                       
Total Assets
  $ 543,231                     $ 511,870                     $ 497,188                  
 
                                                                 
 
                                                                       
Liabilities & Stockholders’ Equity
                                                                       
NOW and money market accounts
  $ 47,852       745       1.56 %   $ 63,773       2,335       3.66 %   $ 42,210       1,176       2.79 %
Savings deposits
    13,804       226       1.64 %     12,321       308       2.50 %     12,761       299       2.34 %
Time deposits
    248,314       11,141       4.49 %     225,934       11,495       5.09 %     258,664       12,111       4.68 %
FHLB advances and repurchase agreements
    142,512       6,028       4.23 %     115,962       4,971       4.29 %     100,494       4,368       4.35 %
ESOP Loan
    15       1       5.33 %     67       6       8.96 %     121       10       8.26 %
Subordinated debentures
    15,528       906       5.83 %     20,880       1,620       7.76 %     10,310       928       9.00 %
 
                                                           
 
                                                                       
Total Interest Bearing Liabilities/
                                                                       
Total Interest Expense / Average
                                                                       
Interest Rate Spread
    468,025       19,047       4.07 %     438,937       20,735       4.72 %     424,560       18,892       4.45 %
 
                                                                 
 
                                                                       
Noninterest bearing deposits
    37,470                       34,594                       34,064                  
All other liabilities
    4,176                       3,234                       2,540                  
Stockholders’ equity
    33,560                       35,105                       36,024                  
 
                                                                 
 
                                                                       
Total Liabilities & Equity
  $ 543,231                     $ 511,870                     $ 497,188                  
 
                                                                 
 
                                                                       
 
                                                                 
Net Interest Income
          $ 11,375                     $ 12,190                     $ 12,583          
 
                                                                 
 
                                                                       
Net Interest Rate Spread
                    1.90 %                     2.12 %                     2.29 %
 
                                                                       
Net Interest Margin (Net Interest Income /
                                                                       
Total Earning Assets)
                    2.23 %                     2.53 %                     2.69 %
 
                                                                       
Taxable equivalent
                    2.30 %                     2.68 %                     2.83 %

55


 

Community Central Bank Corporation
Management’s Discussion and Analysis of Financial Condition and Results of Operations
Provision for Credit Losses
The provision for credit losses for the year ended December 31, 2008 was $9.5 million, an increase of $5.9 million from 2007. The increase in the provision was due primarily to impairment on residential builder / developer loans and the continued economic softening of southeastern Michigan. The provision for credit losses for the year ended December 31, 2007 was $3.6 million, an increase of $3.1 million from 2006. See Management’s Discussion and Analysis of Financial Condition and Results of Operations- Assets for a more detailed discussion.
Noninterest Income
Noninterest income was $11.5 million for 2008, an increase of $5.8 million, or 101.2%, from 2007. The increase was primarily related to a net change in the fair value of financial assets and liabilities as measured under the “Fair Value Option for Financial Assets and Liabilities” (SFAS) 159, which totaled $7.5 million on a pretax basis and $5.0 million after tax. The Corporation issued an $18.0 million subordinated debenture in February 2007, and this instrument was chosen for fair value accounting treatment as part of the early adoption of the new accounting standard, which led to the increase in income. The dramatic widening of market credit spreads experienced during 2008 increased the relative fair value of this financial liability dramatically. The Corporation hedges itself from changes in interest rates with an interest rate swap which is also accounted for under SFAS 159. The hedge does not cover changes in credit spreads, which typically occur over much longer periods of time then we are currently experiencing. The interest rate swap had a net favorable change in fair value during 2008 of $2.9 million dollars and an overall fair value of a positive $3.5 million at December 31, 2008. In the first quarter of 2009, the Corporation elected to unwind the interest rate swap position with the counterparty which resulted in realizing a $3.3 million gain representing substantially all of the unrealized gains that had been recorded as noninterest income, under SFAS 159 through December 31, 2008. Management continues to closely monitor changes in credit spreads which are not easily predictable and may cause adverse changes in the fair value of this instrument and a possible loss of income in the future.
Fiduciary income of $370,000 decreased $67,000, or 15.3%, during 2008 compared to 2007 from overall declines in the assessable fee based market values of trust assets. The decline in market values of trust assets followed the general trends in the overall equity market experienced in 2008. Deposit service charge income of $488,000 during 2008 increased $69,000, or 16.5%, from 2007 primarily from increased service charge fees and a broadened branch base. Income from gains on the sale of residential mortgages of $1.6 million decreased $803,000 from 2007, or 34.0%, and was reflective of the decline in home sales experienced in the Midwest region. Other income of $1.3 million increased $123,000, or 10.7%, from 2007, due to an increase in several areas of noninterest income, including the net change from the increase in the cash surrender of Bank Owned Life Insurance of $110,000. Net realized gains from the sale of securities were $214,000 for 2008 and were attributable to restructuring activities in the available for sale security portfolio.
Noninterest income for 2007 was $5.7 million, an increase of $757,000, or 13.3%, from 2006. This increase was primarily attributable to the net change in the fair value of financial assets and liabilities as measured under the “Fair Value Option for Financial Assets and Liabilities” (SFAS) 159, which totaled $1.4 million on a pretax basis or $919,000 after tax. The Corporation issued an $18.0 million subordinated debenture in February 2007, and this instrument was chosen for fair value accounting treatment as part of the early adoption of the new accounting standard which led to the increase in income. The dramatic widening of market credit spreads experienced in the third quarter of 2007 increased the relative fair value of this financial liability dramatically. The Corporation hedges and protects itself from changes in interest rates with an interest rate swap which is also accounted for under SFAS 159. The hedge does not cover changes in credit spreads, which typically occur over much longer periods of time then we are currently experiencing. Changes in credit spreads are not easily predictable and changes in credit spreads may cause adverse changes in the fair value of this instrument and a possible loss of income in the future.

56


 

Community Central Bank Corporation
Management’s Discussion and Analysis of Financial Condition and Results of Operations
Income from gains on the sale of residential mortgages of $2.4 million during 2007, decreased $1.0 million from 2006, or 29.9%, and was reflective of the decline in home sales experienced in the Midwest region. Wealth and Trust Management income, which includes fiduciary income and fees and commission on wealth management, totaled $686,000 in 2007 versus $328,000 in 2006, or an increase of 109%. Deposit service charge income of $419,000, increased $62,000, or 17.4%, from 2006 primarily from increased service charge fees and a broadened branch base. Net realized losses from the sale of securities were $74,000 for 2007 and were attributable to restructuring activities in the available for sale security portfolio.
Noninterest Expense
Noninterest expense was $16.7 million for 2008, an increase of 20.7% or $2.9 million from 2007 as a result of an increase in other operating expenses. Other operating expense of $7.3 million increased $3.2 million, or 76.4%, during 2008. The largest increases in this category occurred in expenses associated with maintaining the other real estate owned properties of $2.1 million and an impairment loss of $743,000 relating to the write-down of the goodwill associated with our North Oakland Community Bank acquisition in 2003. Other areas of noninterest expense which increased in 2008 over 2007 included increases in the FDIC insurance premium and legal costs related to the workout of loans. For 2008, the Corporation’s FDIC insurance assessment was $410,000, compared to $283,000 for 2007. For 2009, we expect our FDIC insurance assessment to be approximately $1.1 million. The increase in our expected FDIC assessment in 2009 is the result of higher assessment rates, along with our participation in new programs. Legal expense in 2008 from nonperforming loan workouts was approximately $414,000 which represents an increase of $176,000 or 73.9%, compared to the related legal expense on loan workouts for 2007 of $238,000. Salaries, benefits and payroll taxes of $7.6 million declined $326,000, or 4.1%, from 2007. This was attributable to reductions in staffing levels within the mortgage company subsidiary, coupled with an overall reduction in mortgage company origination commissions as the result of lower mortgage origination volumes. No bonuses have been paid or accrued for the named executive officers for 2008 and 2007.
Noninterest expense was $13.9 million for 2007, a decrease of 4.5%, or $656,000, from 2006. Salaries, benefits and payroll taxes of $7.9 million represented the largest decline in noninterest expense, declining $807,000, or 9.9%, from 2006. This was attributable to reductions in staffing levels within the mortgage company subsidiary, coupled with an overall reduction in mortgage company origination commissions as the result of lower mortgage origination volumes. Included in total salaries, benefits and payroll taxes was a $108,000 net charge recorded in the third quarter of 2007 for severance costs related to the departure of the Bank’s former President, Ronald Reed. Mr. Reed’s responsibilities were assumed by Mr. Widlak, the Corporation’s Chief Executive Officer. Premises and fixed asset expense of $1.8 million during 2007 decreased $59,000, or 3.2%, from the prior period. The decrease in premises and fixed asset expense was attributable to a reduction in mortgage loan production offices in 2007 as the mortgage subsidiary significantly downsized operations to parallel the local and national decrease in mortgage origination activity. The decreases in lease expense and other costs associated with loan production offices were partially offset by increases in utility costs on operating branch facilities. Other operating expense of $4.2 million increased $273,000, or 7.0%, during 2007. The largest increases in this category occurred in data processing costs of $625,000 which increased $76,000, primarily as a result of increased compliance with regulatory requirements and safeguards to customer information. FDIC insurance expense of $283,000 increased $242,000 from the change in the assessment period and calculation of assessment compared to 2006. This was the largest increase in other operating expense and represents the majority of the increase.
Income Taxes
We had a federal income tax benefit of $1.4 million for 2008 compared to a federal income tax benefit of $295,000 in 2007. The change in tax benefit was primarily attributable to a pretax loss recorded in 2008 from credit losses primarily in the form of a large loan loss provision in 2008 over 2007. Permanent differences in taxable income arising from tax exempt income related to investments in qualified tax exempt securities and in bank owned life insurance (BOLI) also reduced the overall tax accrual in 2008. The increase in cash surrender value of BOLI is exempt from federal income tax. The level of qualified tax exempt securities was greatly reduced in 2008 as the Corporation’s need for tax exempt income diminished.

57


 

Community Central Bank Corporation
Management’s Discussion and Analysis of Financial Condition and Results of Operations
We had a federal income tax benefit of $295,000 for 2007 compared to a federal income tax expense of $363,000 in 2006. The change was primarily attributable to a lower level of pretax income, primarily from the large loan loss provision in 2007 over 2006, coupled with a permanent difference arising from tax exempt income due to investments in bank qualified tax exempt securities and the Bank’s ownership in bank owned life insurance (BOLI). The increase in cash surrender value of BOLI is exempt from federal income tax.
Liquidity and Capital Resources; Asset/Liability Management
Liquidity allows the Bank to provide funds to meet loan requests, to accommodate possible outflows of deposits, and to take advantage of other investment opportunities. Funding of loan requests providing for liability outflows and managing interest rate margins requires continuous analysis to attempt to match the maturities and repricing of specific categories of loans and investments with specific types of deposits and borrowings. Bank liquidity depends upon the mix of the banking institution’s potential sources and uses of funds. The major sources of liquidity for the Bank have been deposit growth, Federal funds sold, unpledged securities with market values above book, loans and securities which mature within one year, and sales of residential mortgage loans. Additional liquidity is provided by a $150.0 million secured line of credit with the FHLB. Large deposit balances which might fluctuate in response to interest rate changes are closely monitored. These deposits consist mainly of jumbo certificates of deposit. We anticipate that we will have sufficient funds available to meet our future commitments. As of December 31, 2008, unused commitments comprised $70.1 million. The Bank has $172.5 million in time deposits coming due within twelve months from December 31, 2008, which includes $106.0 million of brokered deposits. The Bank will continue to use brokered certificates and other wholesale funding sources for replacement sources of matured funds. Additionally, at December 31, 2008, municipal time deposits and Internet time deposits were $6.0 million and $1.1 million, respectively. Municipal time deposits typically have maturities less than three months.
The largest uses and sources of cash and cash equivalents for the Corporation for the year ended December 31, 2008, as noted in the Consolidated Statement of Cash Flow, were centered primarily on the uses of cash in investing activities and the net cash provided by financing activities. The use of cash in investing activities was largely due to the increase in loans of $31.6 million, with the remaining use of funds attributable to a net increase in available for sale and held to maturity investment portfolios. Somewhat offsetting the use of cash in investing activities, was cash provided from financing activities which included net increases from time deposits of $42.3 million and increases in short-term borrowings, consisting of retail repurchase sweep agreements, of $6.7 million. The issuance of preferred stock provided $3.1 million from financing activities. Partially offsetting the increases in net cash provided from financing activities was the decrease in demand and savings deposits, which included money market accounts of $13.5 million. The net cash provided in operating activities was $10.7 million. Total cash and cash equivalents at the end of December 31, 2008 was $16.2 million, an increase of $7.0 million from December 31, 2007.

58


 

Community Central Bank Corporation
Management’s Discussion and Analysis of Financial Condition and Results of Operations
Off-Balance Sheet Arrangements and Contractual Obligations
Off-Balance Sheet Arrangements: As of December 31, 2008, we have not participated in any material unconsolidated entities or financial partnerships, such as entities often referred to as structured finance or special entities. The Corporation does have significant commitments to fund loans in the ordinary course of business. These commitments and resulting off-balance sheet risk are further discussed in Note 18 of the Corporation’s Consolidated Financial Statements.
Contractual Obligations:
                                                 
            Payments Due by Period
                    Less than   1-3   3-5   More than
            Total   1 Year   Years   Years   5 Years
            (In thousands)
Long term debt
    (1 )   $ 18,557     $     $     $     $ 18,557  
Capital lease obligations
                                     
Operating leases
    (2 )     1,333       250       383       289       411  
Other contractual obligations
    (3 )     2,640       480       960       960       240  
 
(1)   $18.6 million of subordinated debentures (see Note 11 to the Consolidated Financial Statements).
 
(2)   See Note 14 to the Consolidated Financial Statements.
 
(3)   Remaining contract with core processing provider for IT services.
Quantitative and Qualitative Disclosure about Market Risk
The Corporation’s Asset Liability Committee (“ALCO”) meets periodically. Some of the major areas of focus of the ALCO incorporate the following overview functions: review the interest rate risk sensitivity of the Bank to measure the impact of changing interest rates on the Bank’s net interest income, review the liquidity position through various measurements, review current and projected economic conditions and the corresponding impact on the Bank, ensure that capital and adequacy of the allowance for loan losses are maintained at proper levels to sustain growth, monitor the investment portfolio, recommend policies and strategies to the Board that incorporate a better balance of our interest rate risk, liquidity, balance sheet mix and yield management, and review the current balance sheet mix and proactively determine the future product mix.
The Corporation currently utilizes two quantitative tools to measure and monitor interest rate risk: static gap analysis and net interest income simulation modeling. Each of these interest rate risk measurements has limitations, but management believes when these tools are evaluated together, they provide a balanced view of the exposure the Corporation has to interest rate risk.
Interest sensitivity gap analysis measures the difference between the assets and liabilities repricing or maturing within specific time periods. An asset-sensitive position indicates that there are more rate-sensitive assets than rate-sensitive liabilities repricing or maturing within specific time periods, which would generally imply a favorable impact on net interest income in periods of rising interest rates and a negative impact in periods of falling rates. A liability-sensitive position would generally imply a negative impact on net interest income in periods of rising rates and a positive impact in periods of falling rates.
Gap analysis has limitations because it cannot measure precisely the effect of interest rate movements and competitive pressures on the repricing and maturity characteristics of interest-earning assets and interest-bearing liabilities. In addition, a significant portion of our adjustable rate assets have limits on their minimum and maximum yield, whereas most of our interest-bearing liabilities are not subject to these limitations. As a result, certain assets and liabilities indicated as repricing within a stated period may in fact reprice at different times and at different volumes, and certain adjustable rate assets may reach their yield limits and not reprice.

59


 

Community Central Bank Corporation
Management’s Discussion and Analysis of Financial Condition and Results of Operations
The following table presents an analysis of our interest-sensitivity gap position at December 31, 2008. All interest-earning assets and interest-bearing liabilities are shown based on the earlier of their contractual maturity or repricing date adjusted by forecasted prepayment and decay rates, our historical experience, and the repricing and prepayment characteristics of portfolios acquired through acquisition.
                                         
            After Three     After One              
    Within     Months But     Year But     After        
    Three     Within     Within     Five        
    Months     One Year     Five Years     Years     Total  
    (In thousands)  
Interest-earning assets
                                       
Federal funds sold
  $ 7,000     $     $     $     $ 7,000  
Securities, at amortized cost
    32,040       12,474       26,033       25,384       95,931  
FHLB stock
          5,877                   5,877  
Loans (including held for sale)
    133,477       51,236       176,920       48,786       410,419  
 
                                       
 
                             
Total
    172,517       69,587       202,953       74,170     $ 519,227  
 
                                     
 
                                       
Interest bearing liabilities
                                       
NOW and money market accounts
    20,407       6,003       10,520       1,224       38,154  
Savings deposits
    515       2,232       5,838             8,585  
Jumbo time deposits
    41,378       108,075       83,330             232,783  
Time deposits < $100,000
    8,564       14,564       20,557             43,685  
Repurchase agreements
    20,394       19,000                   39,394  
FHLB
    5,500       20,000       56,500       26,200       108,200  
Subordinated debentures
                      18,557       18,557  
 
                                       
 
                             
Total
    96,758       169,874       176,745       45,981     $ 489,358  
 
                             
 
                                       
Rate sensitivity gap
  $ 75,759     $ (100,287 )   $ 26,208     $ 28,189          
 
                               
 
                                       
Cumulative rate sensitivity gap
          $ (24,528 )   $ 1,680     $ 29,869          
 
                                 
 
                                       
Rate sensitivity gap ratio
    1.78x       0.41x       1.15x       1.61x          
 
                                       
Cumulative rate sensitivity gap ratio
            0.91x       1.00x       1.06x          
The Bank also evaluates interest rate risk using a simulation model. The use of simulation models to assess interest rate risk is an accepted industry practice, and the results of the analysis are useful in assessing the vulnerability of the Bank’s net interest income to changes in interest rates. However, the assumptions used in the model are oversimplifications and not necessarily representative of the actual impact of interest rate changes. The simulation model assesses the direction and magnitude of variations in net interest income resulting from potential changes in market interest rates. Key assumptions in the model include prepayment speeds of various loan and investment assets; cash flows and maturities of interest-sensitive assets and liabilities; and changes in market conditions impacting loan and deposit volumes and pricing. These assumptions are inherently uncertain, and subject to fluctuation and revision in a dynamic environment. Therefore, the model cannot precisely estimate future net interest income or exactly predict the impact of higher or lower interest rates. Actual results may differ from simulated results due to, among other factors, the timing, magnitude and frequency of interest rate changes, changes in market conditions and management’s pricing decisions and customer reactions to those decisions.

60


 

Community Central Bank Corporation
Management’s Discussion and Analysis of Financial Condition and Results of Operations
On a quarterly basis, the net interest income simulation model is used to quantify the effects of hypothetical changes in interest rates on the Bank’s net interest income over a projected twelve-month period. The model permits management to evaluate the effects of shifts in the Treasury yield curve, upward and downward, on net interest income expected in a stable interest rate environment.
As of December 31, 2008, the table below reflects the impact the various instantaneous parallel shifts in the yield curve would have on net interest income over a twelve month period of time from the base forecast. Interest rate risk is a potential loss of income and/or potential loss of economic value of equity. Rate sensitivity is the measure of the effect of changing interest rates on the Bank’s net interest income or the net interest spread. The policy of the Bank shall be to risk no more than 10% of its net interest income in a changing interest rate scenario of +/- 200 basis points over a one-year simulation period. Furthermore, no more than 15% of net interest income can be projected at risk in a scenario of +/- 300 basis points over a one-year simulation period.
         
    Percentage Change
Interest Rate Scenario   In Net Interest Income
Interest rates up 300 basis points
    (10.76 %)
Interest rates up 200 basis points
    (6.08 %)
Interest rates up 100 basis points
    (2.68 %)
Base Case
 
Interest rates down 100 basis points
    4.47 %
Interest rates down 200 basis points
    7.08 %
Interest rates down 300 basis points
    (2.05 %)

61


 

Community Central Bank Corporation
Stockholder Information
SEC Form 10-K
Copies of the Corporation’s annual report on Form 10-K, as filed with the Securities and Exchange Commission are available to stockholders without charge, upon written request. Please mail your request to Ray T. Colonius; Corporate Treasurer, Community Central Bank Corporation, 120 North Main Street, Mount Clemens, MI 48043.
Stock Information
The common stock of Community Central Bank Corporation trades on The NASDAQ Global Market under the ticker symbol “CCBD.” At December 31, 2008, there were 3,734,781 shares of Community Central Bank Corporation common stock issued and outstanding and approximately 500 shareholders of record.
The following table presents the quarterly range of high and low sales prices of Community Central Bank Corporation common stock for 2008 and 2007, as well as the dividends declared during the stated periods. The price information set forth in the table was reported by The NASDAQ Global Market. Our cash dividend payout policy is continually reviewed by management and the Board of Directors. Dividend payment decisions are made after considering a variety of factors, including earnings, financial condition, market considerations and regulatory restrictions. The Corporation relies significantly upon dividends originating from the Bank to accumulate cash for payment of dividends to our stockholders. Restrictions of dividend payments from the Bank are described in Note 19 of the Notes to Consolidated Statements included in this Annual Report.
                         
    2008  
                    Cash  
                    Dividends  
Quarter   High     Low     Declared  
 
Fourth
  $ 4.50     $ 1.38     $  
Third
    4.50       2.50       0.02  
Second
    7.18       2.74       0.02  
First
    7.94       4.56       0.06  
                         
    2007  
                    Cash  
                    Dividends  
Quarter   High     Low     Declared  
 
Fourth
  $ 8.99     $ 6.10     $ 0.06  
Third
    9.57       7.30       0.06  
Second
    11.35       9.00       0.06  
First
    12.25       10.25       0.06  
Price information has been retroactively adjusted to reflect the issuance of stock dividends.

62


 

Community Central Bank Corporation
Stockholder Information
Primary Market Makers
     
Hill, Thompson, Magid & Co., Inc.
  Howe Barnes Hoefer and Arnett Investment, Inc.
15 Exchange Place
  222 South Riverside Plaza, 7th Floor
Jersey City, NJ 07302-3912
  Chicago, IL 60606
 
   
Knight Securities, L.P.
  UBS Capital Markets, L.P.
545 Washington Blvd.
  677 Washington Blvd.
Jersey City, NJ 07310
  Stamford, CT 06902
 
   
RBC Capital Markets, L.P.
   
655 Metro Place South
   
Metro Center V – Suite 580
   
Dublin, OH 43017
   
 
   
Stock Registrar and Transfer Agent
   
 
   
Computershare Trust Company, N.A.
   
PO Box 43010
   
Providence, RI 02940-3010
   
Shareholder Inquiries 1-800-426-5523
   
www.computershare.com
   
 
   
Independent Auditor
   
 
   
Plante & Moran, PLLC
   
2601 Cambridge Ct., Suite 500
   
Auburn Hills, MI 48326
   
 
   
Legal Counsel
   
 
   
Silver, Freedman & Taff, LLP
   
3299 K Street, NW, Suite 100
   
Washington D.C. 20007
   
Information
News media representatives and those seeking additional information about the Corporation should contact Ray T. Colonius, Corporate Treasurer, at (586) 783-4500, or by writing him at 120 North Main Street, Mount Clemens, MI 48043.
Annual Meeting
This year’s annual meeting of stockholders will be held at 9:00 a.m., on Tuesday, May 19, 2009, at Best Western Concorde Inn, 44315 Gratiot Avenue, Clinton Township, MI 48036.

63

EX-21 4 k47631exv21.htm EX-21 exv21
EXHIBIT 21
List of Subsidiaries of Community Central Bank Corporation
         
Name of Subsidiary   Jurisdiction of   Names under which
(and ownership)   Organization   it does business
Community Central Bank
(wholly-owned subsidiary of Community Central Bank Corporation)
  Michigan   Community Central Bank
 
       
Community Central Mortgage Company, LLC
(wholly owned subsidiary of Community Central Bank)
  Michigan   Community Central Mortgage
Company, LLC
Mortgage Banking Solutions
 
       
Community Central Capital Trust II
(Business Trust, wholly owned subsidiary of Community Central Bank Corporation)
  Delaware   Community Central Capital
Trust II
 
       
Community Central Development Enterprise, LLC *
(wholly owned subsidiary of Community Central Bank)
* Inactive
  Michigan   Community Central
Development Enterprise,
LLC
 
       
Community Central Insurance Agency, LLC *
(wholly owned subsidiary of Community Central Bank)
* Inactive
  Michigan   Community Central
Insurance Agency, LLC

EX-23 5 k47631exv23.htm EX-23 exv23
EXHIBIT 23
CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
We consent to the incorporation by reference in the Registration Statements (File Nos. 333-90384 and 333-119180) of Community Central Bank Corporation on Form S-8 of our Report of Independent Registered Public Accounting Firm, dated March 30, 2009, on the consolidated financial statements incorporated by reference in Community Central Bank Corporation’s Annual Report on Form 10-K for the year ended December 31, 2008.
/s/Plante & Moran, PLLC
Auburn Hills, Michigan
March 30, 2009

EX-31.1 6 k47631exv31w1.htm EX-31.1 exv31w1
EXHIBIT 31.1
RULE 13a-14(a) CERTIFICATION
I, David A. Widlak, certify that:
  1.   I have reviewed this annual report on Form 10-K of Community Central Bank Corporation;
 
  2.   Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;
 
  3.   Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;
 
  4.   The registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act rules 13a-15(f) and 15d-15(f)) for the registrant and have:
  a.   designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
 
  b.   designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurances regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;
 
  c.   evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures as of the end of the period covered by this report based on such evaluation; and
 
  d.   disclosed in this report any changes in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and
  5.   The registrant’s other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of registrant’s board of directors (or persons performing the equivalent functions):
  a.   all significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and
 
  b.   any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.
             
Date: March 31, 2009
           
 
  By:   S/ DAVID A. WIDLAK    
 
     
 
David A. Widlak
   
 
      President and CEO    
 
      (Principal Executive Officer)    

EX-31.2 7 k47631exv31w2.htm EX-31.2 exv31w2 \
EXHIBIT 31.2
RULE 13a-14(a) CERTIFICATION
I, Ray T. Colonius, certify that:
  1.   I have reviewed this annual report on Form 10-K of Community Central Bank Corporation;
 
  2.   Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;
 
  3.   Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;
 
  4.   The registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act rules 13a-15(f) and 15d-15(f)) for the registrant and have:
  a.   designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
 
  b.   designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurances regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;
 
  c.   evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures as of the end of the period covered by this report based on such evaluation; and
 
  d.   disclosed in this report any changes in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and
  5.   The registrant’s other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of registrant’s board of directors (or persons performing the equivalent functions):
  a.   all significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and
 
  b.   any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.
             
Date: March 31, 2009
           
 
  By:   S/ RAY T. COLONIUS    
 
     
 
Ray T. Colonius
   
 
      EVP and CFO    
 
      (Principal Financial and Accounting Officer)    

EX-32 8 k47631exv32.htm EX-32 exv32
EXHIBIT 32
RULE 1350 CERTIFICATION
Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, each of the undersigned hereby certifies in his capacity as an officer of Community Central Bank Corporation (the “Corporation”) that the Annual Report of the Corporation on Form 10-K for the period ended December 31, 2008 fully complies with the requirements of Section 13(a) of the Securities Exchange Act of 1934 and that the information contained in such report fairly presents, in all material respects, the financial condition and results of operations of the Corporation as of the dates and for the periods presented in the financial statements included in this report.
         
Dated: March 31, 2009
  By: S/ DAVID A. WIDLAK    
 
 
 
David A. Widlak
   
 
  President and CEO    
 
  (Principal Executive Officer)    
 
       
Dated: March 31, 2009
  By: S/ RAY T. COLONIUS    
 
 
 
Ray T. Colonius
   
 
  EVP and CFO    
 
  (Principal Financial and Accounting Officer)    

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