Vineyard National makes changes to board, bylaws following election of shareholders' nominees

By Lisa Kerner

Charlotte, N.C., Aug. 25 - Vineyard National Bancorp, along with its wholly owned subsidiary Vineyard Bank, NA, announced changes to its board of directors and to the company's bylaws.

Cynthia Harriss resigned as a director of the company and the bank. Current chairman of the board of the bank Perry B. Hansen was appointed to become a director of the company to replace Harriss, it was reported in a form 8-K filed with the Securities and Exchange Commission.

Hansen is expected to also join the nomination and corporate governance committee and the audit and compliance committee.

According to Vineyard National, Harriss did not resign due to any disagreement with the company. In addition, there are no material transactions between Hansen and the company, the bank or any other person, the filing said.

Vineyard National interim chief executive officer and president James G. LeSieur III was appointed to become a company director. He is the company's former chairman of the board.

Vineyard National said LeSieur was a director of the company and the bank from December 2004 through its 2008 annual meeting on Aug. 11.

LeSieur was appointed interim CEO in January.

On Aug. 20, Vineyard National's board approved an amendment to article III, section 2 of the company's amended and restated bylaws to increase the number of authorized directors to eight from seven, the SEC filing stated.

Vineyard National shareholders re-elected David Buxbaum and Charles Keagle to the board of directors at a shareholder meeting on Aug. 5. They also elected Harriss, Douglas Kratz, Harice "Dev" Ogle, Lester Strong and Glen Terry, who ran as nominees of shareholders Jon Salmanson and Norman Morales, a prior Vineyard National news release said.

According to Vineyard, 5,610,392 shares, or 72.8%, were voted in favor of the shareholders' nominees.

Each director's term began Aug. 11 and will end at the company's next annual meeting and until his or her respective successor is elected and qualified, according to Vineyard National.

Vineyard National is the holding company for Vineyard Bank and is located in Corona, Calif.

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