LIMITED POWER OF ATTORNEY FOR
SECTION 16 REPORTING OBLIGATIONS
FOR
CAPITAL CITY BANK GROUP, INC.
KNOW ALL MEN BY THESE PRESENTS, that I, Marshall M. Criser II, hereby make,
constitute and appoint cach ofJeptha E. Larkin,Susan Stephens,Gregory K.
Bader,Esq..Christopher R.
Seifter, Esq., Melanie Stocks, and Robin L. Goldston, acting jointly and
individually, as my true and
lawful attomeys-in-fact, with full power and authority, including full power of
substitution, as hereinafter
described on behalf of and in my name, place and stead to:
(1) prepare, execute in the undersigneds name and on the undersigneds behalf,
acknowledge,
deliver and submit to the United States Securities and Exchange Commission (SEC)
a Form ID
(including any amendments thereto), and any other documents necessary or
appropriate to obtain codes,
passwords, and passphrases enabling the undersigned to make electronic filings
with the SEC of reports
required by Section 16(a) of the Securities Exchange Act of 1934, as amended,
and the rules and
regulations promulgated thereunder (the Exchange Act);
(2) prepare, execute in the undersigneds name and on the undersigneds behalf,
acknowledge,
deliver and file Forms 3, 4, and 5 (including any amendments thereto) with
respect to the securities of
Capital City Bank Group, In., a Florida corporation (the Company), with the SEC,
any applicable
national securities exchange, trading associations, over the counter trading
market, or similar entity as
considered necessary or advisable under the Exchange Act;
(3) seek or obtain, as my representative and on my behalf, information on
transactions in the
Companys securities from any third party, including brokers, employee benefit
plan administrators and
trustees, and I hereby authorize any such person to release any such information
to me and approve and
ratify any such release of information; and
(4) do and perform any and all other acts, which in the discretion of such
attorney-in-fact, are
necessary or desirable for and on my behalf in connection with the foregoing.
I acknowledge that:
(1) this Power of Attorney authorizes, but does not require, cach such
attorney-in-fact to act in
his/her discretion on information provided to such attorney-in-fact without
independent verification of
such information;
(2) any documents prepared and/or executed by any such attorney-in-fact on my
behalf
pursuant to this Power of Attorney will be in such form and will contain such
information and disclosure
as such attorney-in-fact, in his/her discretion, deems necessary or desirable;
(3) neither the Company nor any of such attorneys-in-fact assumes (i) any
liability for my
responsibility to comply with the requirement of the Exchange Act, (i) any of my
liability forany failure
to comply with such requirements, or (iii) any of my obligation or liability for
profit disgorgement under
Section 16(b)of the Exchange Act; and
(4) this Power of Atorney does not relieve me from responsibility for compliance
with my
obligations under the Exchange Act, including without limitation the reporting
requirements under
Section 16 of the ExchangeAct.
ACTIVE:19504132.J
I hereby give and grant each of the attomeys-in-fact full power and authority to
do and perform all
and every act and thing whatsoever reqisite, necessary or appropriate to be
donein and about the
foregoing matters as fully to all intents and purposes as I might or could do if
present, hereby ratifying all
that cach such attorney-in-fact of, for and on behalf of the undersigned, shall
lawfully do or cause to be
done by virtue of this Limited Power of Attorney.
The attorneys-in-fact will not be liable for any acts or decisions made by such
attorneys-in-fact in
good faith and under the terms of this Linited Power of Attorney.
Any photocopy of this Limited Power of Attorney shall have the same force and
effect as the
original.
This Power of Attormey shall remain in full force and effect until revoked by me
in a signed
writing delivered to each such attorney-in-fact.
IN WITNESS WHEREOF, I have caused this Power of Attomey to be executed as of
August 25, 2023.
/s/ MARSHALL M. CRISER III