Tennessee Commerce Bancorp, Inc. Files Form 10-K
19 4월 2008 - 4:43AM
Business Wire
Tennessee Commerce Bancorp, Inc. (NASDAQ: TNCC) reported today that
it filed its Annual Report on Form 10-K for the year ended December
31, 2007. The Company previously announced that it had delayed
filing its 2007 Form 10-K pending additional reviews of its
compliance with the extensive requirements of Sarbanes-Oxley as to
internal controls. As a result of the reviews, management
indentified two material weaknesses in internal control over
financial reporting as of December 31, 2007; however, the reviews
concluded that the internal control deficiencies had no known
impact on the Company�s financial reporting and there was no change
to the Company�s previously reported financial results for the
quarter and year ended December�31,�2007. �We took immediate steps
to review the material weaknesses identified in our year-end audit
and to remediate the two areas in our internal controls highlighted
as part of the process,� stated Arthur Helf, Chairman and Chief
Executive Officer of Tennessee Commerce Bancorp. �Our Company�s
Audit Committee worked closely with independent auditors to
reassess our internal controls to ensure compliance with
Sarbanes-Oxley as well as develop additional systems to ensure
future compliance.� Tennessee Commerce�s growth in market
capitalization in 2007 resulted in the Company being subject to the
internal control requirements of Sarbanes-Oxley for the first time.
The compliance process required management of Tennessee Commerce
Bancorp to assess the effectiveness of its internal control over
financial reporting. Based on this assessment, management
identified the following two material weaknesses in internal
control over financial reporting as of December 31, 2007: Employee
Accounts � Certain transactions related to employee accounts were
not appropriately processed, reviewed and approved in accordance
with Company policy; and Asset/Liability Management Committee �
While the Company has an Asset/Liability Management Committee (the
�ALCO�) that provides information to the Company�s Board of
Directors, no meetings of the ALCO were held during 2007. Since
January 15, 2008, the Company has taken the following remedial
actions to address the material weaknesses in internal controls:
Employees have been informed that, in accordance with Company
policy, all personal transactions are to be handled in the same
manner as customer transactions. Management has initiated a
training program for all employees to ensure understanding of the
necessity for adherence to policies governing personal
transactions. Management has established controls to ensure that
all employees sign acknowledgement forms in addition to reviewing
Company policies, including the Employee Financial Services Policy
(relating to employees� personal transactions) and other key
Company policies as well. In February 2008, the Chair of the Audit
Committee of the Company�s Board of Directors was appointed Chair
of the ALCO. Also in February 2008, the ALCO met, determined that
the ALCO-related information provided to the Board of Directors
during 2007 was accurate and complete, and ratified such
information as previously provided to the Board of Directors. The
ALCO has been directed to meet at least quarterly during 2008 and
provide reports of those meetings to the Board of Directors. �We
believe management and the Board have addressed fully the issues
identified in our year-end audit related to the weaknesses in our
internal controls,� continued Mr. Helf. �We have strengthened our
internal controls and remain committed to full compliance with all
regulatory requirements as part of our management process.� About
Tennessee Commerce Bancorp, Inc. Tennessee Commerce Bancorp, Inc.
is the parent company of Tennessee Commerce Bank. The Bank provides
a wide range of banking services and is primarily focused on
business accounts. Its corporate and banking offices are located in
Franklin, Tennessee, and it has a loan production office in
Birmingham, Alabama. Tennessee Commerce Bancorp�s stock is traded
on The NASDAQ Global Market under the symbol TNCC. Certain
statements contained in this news release may not be based on
historical facts and are �forward-looking statements� within the
meaning of Section 27A of the Securities Act of 1933, as amended,
and Section 21E of the Securities Exchange Act of 1934, as amended.
These forward-looking statements may be identified by reference to
a future period or by the use of forward-looking terminology, such
as �expect,� �anticipate,� �believe,� �estimate,� �foresee,� �may,�
�might,� �will,� �intend,� �could,� �would,� �plan,� �forecast� or
future or conditional verb tenses and variations or negatives of
such terms. These forward-looking statements include, without
limitation, those relating to addressing material weaknesses in our
internal control over financial reporting and our compliance with
regulatory requirements. We caution you not to place undue reliance
on the forward-looking statements contained in this news release
because actual results could differ materially from those indicated
in such forward-looking statements as a result of a variety of
factors. These factors include, but are not limited to, laws and
regulations affecting financial institutions and public companies
in general and other factors detailed from time to time in our
press releases and filings with the Securities and Exchange
Commission.�We undertake no obligation to update these
forward-looking statements to reflect the occurrence of changes or
unanticipated events, circumstances or results that occur after the
date of this news release. Additional information concerning
Tennessee Commerce Bancorp can be accessed at
www.tncommercebank.com.
Tennessee Commerce Bancorp (TN) (MM) (NASDAQ:TNCC)
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