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Federal Deposit
Insurance Corporation

Each depositor insured to at least $250,000 per insured bank

Since 1933, no depositor has lost a penny of FDIC-insured funds

Decisions on Bank Applications

Lighthouse Bank (Proposed)


Re: Lighthouse Bank (Proposed)
Waltham, Middlesex County, Massachusetts
Application for Federal Deposit Insurance (Bank Insurance Fund)


The undersigned, acting on behalf of the Board of Directors pursuant to delegated authority, has fully considered all available facts and information relevant to the factors of Section 6 of the Federal Deposit Insurance Act and relating to the application for Federal deposit insurance, with membership in the Bank Insurance Fund, for Lighthouse Bank, a proposed new state nonmember bank to be located at 300 Fifth Avenue, 3rd Floor, Waltham, Middlesex County, Massachusetts, and has concluded that the application should be approved.

Accordingly, it is hereby ORDERED that the application submitted by Lighthouse Bank for Federal deposit insurance be approved subject to the following conditions:

(1) That beginning paid-in capital funds of not less than $25,000,000 be provided;

(2) That Tier 1 Capital/Assets ratio shall not be less than 8.0 percent at the end of the third year of operation;

(3) That any changes in the proposed management or proposed ownership (10 percent or more of stock), including new acquisitions of or subscriptions to 10 percent or more of the stock, will render this commitment null and void unless such proposal is approved by the Corporation prior to opening the bank;

(4) That an accrual accounting system be adopted for maintaining the bank's books;

(5) That adequate blanket bond coverage be obtained;

(6) That the Federal deposit insurance shall not become effective unless and until the applicant has been established as a state nonmember bank, that it has authority to conduct a banking business, and that its establishment and operation as a bank has been fully approved by the state authority;

(7) That the bank obtain an audit of financial statements by an independent public accountant annually for at least the first three years after deposit insurance is effective, furnish a copy of any reports by the independent auditor (including any management letter) to the appropriate FDIC Regional Director within 15 days of their receipt by the bank and notify the appropriate FDIC Regional Director within 15 days when a change in its independent auditor occurs;

(8) That the Bank shall operate within the parameters of the submitted business plan. Any proposed major deviations or material changes from the submitted plan shall receive the prior written approval of the Regional Director;

(9) That until the conditional commitment herein ORDERED becomes effective, the Corporation shall have the right to alter, suspend, or withdraw the said commitment should any interim development be deemed to warrant such action; and,

(10) That if deposit insurance has not become effective within one year from the date of the Order, or unless, in the meantime, a request for an extension of time has been approved by the Corporation, the consent granted shall expire at the end of said date one year period.

Dated at Washington, D.C., this day of 2000.

By: John M. Lane
Associate Director
Division of Supervision


IN RE: Lighthouse Bank
Waltham, Massachusetts
Application for Federal Deposit Insurance (Bank Insurance Fund)


Pursuant to the provisions of Section 5 of the Federal Deposit Insurance Act (12 U.S.C. 1815), an application for Federal deposit insurance with membership in the Bank Insurance Fund has been filed on behalf of Lighthouse Bank, (Lighthouse), a proposed new state non-member bank to be located at 300 5th Avenue, 3rd Floor, Middlesex County, Waltham, Massachusetts.

Lighthouse' sole shareholder will be Brookline Bancorp, Waltham, Massachusetts. Lighthouse' focus will be on internet banking services.

For the purposes of this proposal, the investment in fixed assets is reasonable and capital is adequate. Future earnings prospects are attainable, and management is considered satisfactory. No formal objections to this application have been filed with the FDIC. Corporate powers to be exercised are consistent with the purpose of the Federal Deposit Insurance Act. No undue risk to the Bank Insurance Fund is apparent.

Accordingly, based upon a careful evaluation of all available facts and information, the Director, pursuant to delegated authority, has concluded that approval of the application is warranted.


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