JOHN L. KOPECKY, CPA

***** **** **** *******

Lenexa, KS 66219

913-***-****

ac2aci@r.postjobfree.com

Chief Financial Officer/Chief Risk Officer

I enjoy challenges and working in a high-energy atmosphere where at times there are multiple projects with short time frames. I have been called extremely persistent, a mentor, and someone who has strong interpersonal skills.

Since 2005 I have served in the capacity of Chief Risk Officer, Chief Financial Officer, Internal Auditor, and Controller in institutions I have been at as an employee or an interim position. Most of the interim positions were at "troubled institutions" so I was very "hands on" in developing and implementing procedures related to internal controls. I also performed audits of the procedures in place to ensure that best practices were being followed. At some of the institutions the project included performing forensic accounting as fraud was uncovered during my analysis. At Liberty Bank, KPMG had resigned as independent auditors as they found the institution had so many material misstatements that they were "unauditable". I was asked to restate the last three years of financial statements within a 90-day time period so that a correct December 31st call report could be done and an auditor could be engaged. I completed the project within the time frame outlined and McGladrey found no exceptions to my restatements nor did the Comptroller of the Currency.

My recent project was to develop a finance/accounting/risk department for a bank that had crossed the $500 million threshold. The bank previously had outsourced all internal and external reporting for both the bank and holding company. I also implemented the bank’s first risk assessment which included all areas of compliance.

AREAS OF EXPERTISE

Mentor

Compliance and Risk Management

Interest Rate Risk Analysis

Forensic Audits

Due Diligence for M&A

Internal Audit

Profitability Analysis

Banking Regulatory Relationships

Risk Management and Compliance Reporting

Regulatory Order Compliance

Financial Restatements of Internal and

External Reports

Intergration of Acquired Institutions

PROFESSIONAL EXPERIENCE

NebraskaLand National Bank 6/2014 – 3/2017

Asset Size $675 million

Senior Vice President / Chief Financial Officer-Chief Risk Officer

Brought in by the CEO to transition the bank to meet FDICIA requirements as its asset size exceeded $500 million. The CFO and CRO position were new to the bank. My task was to develop a finance/accounting department as the functions were spread over several positions in the bank as well as being outsourced to third parties. In the past, the bank had not had an independent audit by a CPA firm so my responsibilities included working with the auditors for a first year’s audit. I also developed a risk program for the bank which included compliance for all areas of the bank. The accomplishments since I began the position include:

1.Transitioned all financial reporting at the bank level so that it is prepared internally. It had been outscourced previosly. I implemented the Vantage software which previousy was known as Sendero. It gives the bank the ability to model the net interest margin in various rate scenarios.

2.Transitioned all holding company and Federal Reserve reporting internally. It had been prepared externally in the past.

3.Implemented a risk program for the bank including the compliance area.

4.Work with the internal auditor (an external firm) to develop and implement best practices for internal control purposes.

5.Coordinate the external audit and work with the CPA firm to ensure the bank is complying with GAAP accounting. Wrote the audit report for the CPA firm to verify and attest to the accuracy of it.

6.Work with the external CPA firm in tax planning and preparing data for the consolidated tax return.

7.Serve as the main contact with the regulators (OCC) and coordinate the examination process.

8.Developed an ongoing risk program that reports to the internal audit committee.

9.I analyzed all current and new implementatons as to regulatory constraints.

KOPECKY CONSULTING, LLC 10/2005 – 6/2014

Approved by the OCC, OTS, and FDIC to go into troubled banks that are under regulatory orders. Title and responsibilities have ranged from Consultant, CFO, COO, and Interim CEO. In each of the institutions, while the job scope and complexity varied there were certain issues that had a commonality among the institutions. The projects ranged from four months to two plus years in scope. They required forming a strong relationship with the regulatory agencies as well as the Executive Management and Board of Directors of the institutions. At times, I served as an arbitrator on complex accounting and regulatory issues. Skill sets required were:

1.A strong knowledge of GAAP accounting including current and proposed FASBs.

a.At a $934 million institution, my first task was to review all major loan transactions for the prior three years. Two banks under common ownership had merged so I reviewed the transactions pre-and post-merger. I then developed a spreadsheet analyzing what was booked and what should have been booked under GAAP accounting. The auditors for the bank had resigned from the external audit due to the material misstatements relating to loan transactions. I restated three years of financial statements which allowed the bank to have an unqualified opinion on their audit. The OCC also reviewed and agreed with my conclusions which translated into a correct filing of the call report.

b.Analyzed a portfolio of loans including ALT A and Subprime loans. Due to market conditions changing, there was not a ready available market. Determined the value using Tier 3 pricing under FASB 157. Worked closely with Willard Winn and Associates on this issue. It required a significant write-down of the portfolio.

c.Reviewed capitalized servicing to see if it had been recorded properly. Analysis required a restatement of the institutions quarterly financials.

d.Analyzed large real estate loans to see if the Troubled Debt Restructuring rules needed to be applied.

e.Analyzed capital injections to see if they complied with GAAP and regulatory issuances.

f.Analyzed transactions where items had been capitalized to see if under GAAP they were recorded properly and could continue to be capitalized or if they were impaired.

g.Reviewed complex investment portfolios that had a significant amount of non-agency MBSs. Performed an analysis of these to estimate the market value looking for impairment as in most cases there was not a readily available market price.

h.Retained by OTS as expert in GAAP and regulatory accounting. Testified for the OTS at a federal trial in 2011. The trial required over one hundred hours of research and review of transactions at a failed institution. The ruling was in favor of the OTS.

2.The ability to analyze internal controls. Compliance, and the internal audit function.

a.Determine if the internal audit function has been functioning properly.

b.Implemented new internal audit policies and procedures to mitigate weak internal controls.

c.Oversaw the internal audit and risk departments including testing the findings.

d.Performed forensic audits as needed where it appeared that the internal control process was not effective.

e.Wrote reports on findings for audit committees and if needed the Comptroller of the Currency.

3.An ability to review and analyze financial and operations data quickly where the goal was to see if the institution could be returned to profitability.

a.Renegotiated core processor contracts resulting in significant savings.

b.Through the use of performing what-if scenarios, improved institutions margins in one case by over 100 basis points with better pricing of loans and deposits.

c.Centralized purchasing and contracts.

d.At a $500-million-dollar institution, the implementation of initiatives increased core earnings in excess of $400,000 per month.

4.An ability to work under strict deadlines as required by regulatory agreements.

5.A good relationship with regulatory agencies including working directly with C.K. Lee, Regional Director of the OTS and large insurance companies to try and recapitalize an institution through the use of TARP funding.

6.Working with the troubled bank division of the OCC in Washington DC as well as a working relationship with the Assistant Deputy Comptroller of the Western Region.

The institutions labeled A through F were institutions that were these types of assignments:

A.LIBERTY BANK, West Des Moines, IA 09/2011 – 12/2013

21 Retail Offices with 250+ employees, Asset size $934 million.

Brought in by the CEO with the approval of the OCC as a Financial Consultant (Interim CFO) to work on special projects including writing a capital plan.

The start of the project entailed reviewing all classified loans for the last three years and determining based on appraisals, memos, etc. when loan write-downs, TDR status and reclassifications including non-accrual should have been taken.

Directed the loan and financial areas as to what entries to make to comply with GAAP accounting.

After the restatements were completed the leverage ratio was at 2.3%. Simultaneous with filing the December 31, 2011 call report on January 30, 2012 I presented to the OCC a capital plan for the resolution of the bank without the assistance of the FDIC.

The second phase was serving in a role (Interim CFO) to oversee the implementation of a recapitalization plan for the bank. This included weekly conference call with the OCC in DC.

Included in the plan were:

Selling selected branches to raise capital and shrink the size of the organization. (Realization of $19.4 million in deposit premiums).

Working with the Chief Credit Officer to determine which loans to be sold at a discount using the premiums from the sale of branches so that the leverage ratio remained above 2%.

Working with the board, executive management, the OCC, a legal team, and the bank’s auditors to sell the Des Moines franchise and liquidate the bank’s charter. We completed the project on December 27, 2013 with approval of the OCC.

Overseeing the internal audit and risk departments of the bank.

B.ONE BANC, Little Rock, AR 11/2012 – 5/2013

10 Retail Offices with 90+ employees. Asset size $450 million.

Brought in by the CEO at the recommendation of Brian McCormally, Partner at Arnold and Porter and former head of enforcement at the OCC as an Interim CFO.

The first phase is to determine if balance sheet accounts are correct due to a high degree of misstatement to cover up defalcations by executive management.

Restatement of the financials based on findings from a forensic audit and implementation of GAAP accounting.

Worked with the accounting staff to ensure that ongoing financial duties are performed on a timely basis including the preparation of financial reports.

Worked with the newly appointed CEO to ensure that items in a formal regulatory order by the OCC were complied with including a strategic and capital plan.

Recommended internal control procedures.

C.MID-MISSOURI BANK, Springfield, MO (Executive Vice President-COO) 08/2009 -04/2011

14 Retail Offices with 150+ employees, Asset size $500 million.

Brought in by the Board of Directors with the approval of the FDIC as Executive Vice President-Chief Operating Officer to oversee all areas of the bank except the loan area.

The major focus was on profit improvement. In fifteen months, core earnings increased from $33,000 per month to in excess of $400,000 per month by:

Centralizing pricing of deposits, centralizing purchasing, restructuring of IT, review and renegotiation of contracts, and analyzing employee responsibilities and right sizing departments.

Built a strong cohesive team enhance the profitability and efficiency of the bank.

D. AMERICAN STERLING BANK, Sugar Creek, MO (Consultant, COO, CEO) 09/2008 -07/2009

5 retail and twelve mortgage offices with 300+ employees, Asset size $200 million with a $3 billion Mortgage Company

Brought in by the Board of Directors at the recommendation of the Office of Thrift Supervision (OTS) as a Consultant to deal with a cease and desist order and numerous regulatory and accounting issues. Assumed the position of COO and then CEO with the concurrence of the OTS due to the removal of executive officers.

Analyzed and closed down a national wholesale mortgage operation that was losing in excess of $1 million per month due to mispricing and excessive overhead. Worked extensively with the OTS, outside directors, and legal counsel to ensure that the institution corrected violations noted in the cease and desist order. Performed forensic accounting reviewing improper transactions that did not comply with GAAP accounting. Reviewed expense reports from the mortgage department that were in many cases improper and not for business purposes. Implemented a system to ensure that all expenses were reviewed and approved by executive management.

Worked closely with the OTS Regional Director and Assistant Regional Director in finding alternatives for recapitalization of the institution including working with insurance companies that applied for TARP funds. Coordinated the due diligence performed by banks and insurance companies.

E. SECURITY SAVINGS BANK, Olathe, KS (/Chief Financial Officer) 06/2007 -06/2008

11 Offices with 200 employees; Asset size $825 million.

Brought in at the recommendation of the OTS. Member of the Executive Management team tasked with setting bank policy.

Led a 7-person accounting team in all financial, accounting, asset/liability management, budgeting, and investment functions; coordinated external audits and regulatory exams.

Restructured the statement of financial position and pioneered mortgage loan pricing strategies that contributed to a profitability increase of $1.5 million in the first year.

F. FIRST UNITED BANK, Denver, CO (SVP/Chief Financial Officer/Chief Operating Officer) 2005 - 2007

11 offices with 95 employees and $200 million in assets)

Recommended by the Assistant Deputy Comptroller of the OCC and hired by the Board of Directors to oversee accounting and operations of this institution under a formal order from the OCC, with a history of low-performing staff and no formal loan policies or procedures. Within first six months, handed responsibility for all areas of the bank.

Transformed finance and accounting operations and hired and mentored an experienced team, avoiding a forced sale or seizure and realizing a significant profit that more than doubled the book value upon sale.

LEGENT CLEARING, LLC, Omaha, NE 2004 - 2005

Broker/dealer clearing firm with 75 employees across two locations

Senior Vice President / Chief Financial Officer

Hand-picked by a major investor for financial acumen to oversee on-site operations and halt negative cash flows due to a poor pricing model and excessive fixed costs. Reported to the President and Owner and directed 5-person finance and accounting staff, prepared financial projections and budgets for the clearing firm and holding company, and analyzed potential acquisitions.

Led the restructuring efforts that turned around a two-year history of negative earnings, averting the potential for a discounted sale or liquidation and positioning the organization for a quick sale that doubled the majority owner’s investment in just 18 months.

PROFITSTAR, Omaha, NE 2003 - 2004

Asset/liability and profitability management software for financial institutions

Vice President

Hired as part of the Executive Management team to set strategic direction and identify new products and revenue streams. Consulted with banks to improve pricing profitability.

Leveraged my investment background and partnered with IT to develop and integrate a bond module into its core asset/liability and profitability model product.

AMG, Kansas City, MO 2000 - 2002

Consulting subsidiary of Country Club Bank

Senior Vice President / Chief Financial Officer

(AMG, MidAmerican Bank and Trust Company, Platte Valley Bank, and Allen Bank and Trust Company)

Recruited by the President / CEO to turn around struggling performance from this newly–acquired consulting company and provide finance, accounting, and operational leadership to three sister banks. Produced asset/liability reports, assisted Capital Markets with community bank bond strategies, and managed cash and bond portfolios. First point–of–contact with regulators.

Halted the loss of clients and revenue, returning AMG to profitability and providing a profitable consultative service that helped AMG clients increase their profitability.

Worked in coordination with Country Club Bank's bond department to analyze investments and ALM strategies to improve the profitability of community banks that Country Club Bank provided guidance to (in excess of 250).

Researched various accounting issues including FASB 133 and the FASB proposal on Fair Value Accounting and analyzed how it would impact financial institutions. Gave talks at various seminars and to the regulators regarding accounting issues.

GREAT WESTERN BANKS, Omaha, NE 1998 - 2000

25 offices with 450 employees and $1.5 billion in assets

Vice President / Chief Financial Officer/Chief Operating Officer

Brought on board to take Great Western public in anticipation of a buyout. Consolidated reporting of five banks and there holding companies retroactively, prepared the financial components of a prospectus, filed SEC registration statement, and filed 10K and 10Q reports.

Positioned the combined holding company to issue $50 million of trust–preferred securities, achieving the owner’s buyout of a dissident shareholder and expansion of operations.

COUNTRY CLUB BANK, Kansas City, MO 1990 - 1998

MidAmerican Bank and Trust Company, Platte Valley Bank, and Allen Bank and Trust Company with $1.225 billion in bank assets, $3 billion in trust assets, and $2 billion bank investments under management

Senior Vice President / Chief Financial Officer

Selected by the President to lead a finance and operational team of 10 senior managers in driving profitability and operational efficiencies across four banks and their holding companies. Led 10 direct and 40 indirect reports in all operations and accounting functions.

Consolidated five different core platforms that reduced annual data processing expenses by $250,000+ on an annual basis by converting all of the banks to ITI/FISERV. Executed new policies and fee structures that increased annual profitability by $525,000.

Analyzed fee income for the institutions including the trust area to look for opportunities to increase non-interest income. Based on analysis and recommendations fee income increased substantially with one bank realizing a 60% increase in fee income.

Oversee the integration of two acquired banks so that their policies and procedures mirrored Country Club Banks. This included overseeing the conversion of their core system and ensuring that the general ledger and all applications including deposits and loans matched the parent banks.

Drilled down into two acquisitions looking for ways to increase profitability through increased fee income, reduction of non-operating expenses, renegotiation of contracts, and ways to improve the bank’s net interest margins. Both banks had increases of over 50 basis points in their ROA for the first full year after purchase.

PREVIOUS RELEVANT EXPERIENCE

COLONIAL SAVINGS & LOAN - Senior Vice President / Chief Financial Officer

VALLEY FEDERAL SAVINGS & LOAN - Senior Vice President / Chief Financial Officer

EQUITABLE SAVINGS & LOAN - Vice President / Chief Controller/Treasurer

DAVID DUREN & ASSOCIATES CPAs - Staff Accountant

EDUCATION, PROFESSIONAL DEVELOPMENT AND AFFILIATIONS

Avila University, Kansas City, MO

MBA Finance (4.0 GPA)

University of Nebraska, Lincoln, NE

BS Accounting

Certified Public Accountant-active permit in Nebraska and Kansas

Former Board Member, Financial Executives International International Relations Council

Former Vice Chairman, Financial Institutions Accounting Committee and member for six years. The group analyzed new FASB pronouncements and new regulations, wrote position papers and testified at FASB and in DC at the OCC, FDIC, SEC, and OTS as to the potential impact on community financial institutions.

Adjunct professor in the MBA program at Avila University teaching International Finance and Money and Banking (five years)

Selected by the Federal Reserve Bank to teach interest rate risk management in Samara, Moscow, and St. Petersburg Russia.

APPLICATIONS / TECHNICAL SKILLS

Proficient in all Microsoft Office Products including Word, Excel and PowerPoint.

The ability to analyze financial statements and transactions at an accelerated pace both from a GAAP perspective and from a forensic view. I have worked on projects where the time constraints were extremely short in order to meet regulatory orders.

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