Excessive or Luxury Expenditure Policy

This Policy fulfills the requirements under the American Recovery and Reinvestment Act of 2009 (ARRA) enacted February 17, 2009. ARRA requires each recipient of funds under the Capital Purchase Program (CPP) of the Troubled Assets Relief Program (TARP) to have in place a company-wide policy regarding excessive or luxury expenditures, as identified by the Secretary of the Department of the U.S. Treasury.

Covenant Bank (the Company) prohibit excessive or luxury expenditures on entertainment and events, office or facility renovations, aviation or other transportation services or other activities or events that are not reasonable expenditures for conferences, staff development, reasonable performance incentives or other similar measure conducted in the normal course of business operations.

Renovations:

Renovations of facilities and office spaces should be relative to the approved project and current profit plan of the Company.  An exception to this can be allowed if management must deal with an emergency situation, such as an act of nature, and the expenditure is necessary to make the facility operational for customer use.  At no time should renovations be done that would have the appearance of being extraordinary, or excessive from a shareholder perspective.

Entertainment:

Entertainment is defined as an activity that an Employee or Executive would use corporate funds for business development purposes relating to a current customer or prospective customer, or to further enhance the Company’s marketing efforts. Our policy is that all expenses incurred to the Bank would be for Company purposes, and used to drive business to the Bank.  Occasional events such as taking customers or prospects on trips, playing golf, eating dinner, or taking them to other events the customer/prospect would find pleasurable is a necessary part of the Company’s marketing efforts and is not deemed as “luxury” or a violation of this Policy.  These expenses should be documented and detailed as to the benefit derived by the Bank through the normal accounts payable process.

Events and parties focused on customers for the purpose of attracting their business would not fall under this Policy.

Conferences:

We encourage our executive management and staff to attend conferences that are appropriate educational  and development opportunities. These conferences must be related to the financial services industry and have a direct correlation to their job. Authority and approval to attend such events should be obtained from attendee's direct supervisor/manager: and in the case of executive officers, from the Compensation Committee. Typically, such meetings are planned and requests made on an annual basis. 

At times it may be appropriate or expected that a spouse would travel to these conferences with Company attendee, as is often the case with banking association conferences and conventions.  Typically these conferences are sponsored by vendors, banking associations, or other industry related entities.  For spousal travel estimated to exceed $1,000 for a specific conference, requests will be made and approval received in advance if expense is to be paid or reimbursed by the Bank.  Executive officers will make their request to the Compensation Committee: and all other employees to the Chief Executive Officer. 

This Policy would EXCLUDE reward conferences whether paid for by the Company or other venders as a violation of this policy if the purpose is meant to be a reward, or would have no value of education to the employee or executive.

Employee Recognition/Holiday Parties:

We feel that employee recognition/holiday parties are part of an employee appreciation process. These events should be local in geographic nature, and may not cost the Bank more than an average day’s payroll per employee, on average.  (Example:  If the payroll is $5.5m annually divided by 260 days, equals $21k in expense available for an appropriate holiday party.)

Board/Management Retreats:

Retreats shall only be used for educational or business planning purposes, and should be kept in consideration and looked at, in the same view and discretion as all other expenses.  Board education is a vital part of maintaining, and keeping a dynamic director base, and this Policy should not limit a retreat that is focused on strategic planning or education.

Aviation Services:

Transportation for Company staff to outlying locations, including bank locations, conferences, business development purposes and merger and acquisition research, should be conducted in the most cost appropriate way for the Company.  Modes of transportation to be used may consist of vehicle, commercial air or rail service.  The selection of transportation services will factor in cost, efficiency and timeliness of travel.  

Consequences of Violation Of Policy: 

Strict adherence to this Policy is required of all Bank employees and officers.  Violations of this Policy shall be reported to the direct supervisor/manager.  In additions, violations by executive management shall be promptly reported to the CFO and to the Compensation Committee or the Board of Directors. 

Violations of this Policy are recorded in an employee or officer's performance review and considered in determining an overall performance rating, which may in turn impact compensation decisions and future job assignments.  Violations may be subject to disciplinary action, up to and including termination.  In addition, reimbursement of expense related to a policy violation may be required, subject to determination by the Compensation Committee.

Administration:

The CFO is responsible for the day-to-day administration of this Policy, and the CEO is accountable for overall adherence to this Policy and must approve any exceptions. Strict adherence to this Policy is mandated for all Company employees. Violations of this Policy shall be promptly reported to the Board of Directors.

This policy and any amendments hereto, shall be posted on the Company’s Internet website and provided to the U.S. Department of the Treasury.