Financial General Bankshares Chairman B. Francis Saul II has increased his ownership of the company to more than 14 percent and apparently has violated New York State banking laws, legal maneuvering in the company's takeover fight revealed yesterday.
Saul and six companies he is affiliated with have purchased more than 250,000 shares of Financial General stock -- at a cost of between $3 million and $3.75 million -- since Saul became chairman of the company in January 1978.
Saul and his affiliated operations now own 878,600 shares o Financial General or 14.47 percent of its outstanding stock, according to a report he filed Feb. 16 with the New York State Banking Board.
Prior to January 1978, Saul controlled about 69m percent of the shares of Financial General or 388,000 shares. At that time, he purchased an additional 4.4 percent -- 234,000 shares -- for about $2.9 million, giving him about 11.1 percent of the shares of the Washington bankholding company.
The January 1978 purchases apparently violated a New York state law which requires prior approval before anyone can buy more than 10 percent of a New York banking company. Two of the a 13 banks owned by Financial General are in New York, making the holding company subject ot that state's law.
To comply belatedly with the state law, Saul this month field an application to form a bank holding company in New York.
The application concedes, "applicants recognize that...approval should have been obatined prior to their acquisition of more than 10 percent of the voting stock of FG on Jan. 13, 1978."
Citing "Mr. Saul's ignorance of the requirements of New York law," the application states, "it never occurred to him that the acquisition of FG shares was subject to New York law."
Saul's violation of New York banking laws is ironic because Financial General lawyers have skillfully used state banking laws co try to block the takeover of the company by a group of Middle Eastern investors.
Neither Saul nor Financial General attorneys could be reached for comment last night.
The compnay's lawyers have claimed the takeover would violate Maryland and Virginia banking regulations and have thrown up a thicket of objections with state banking regulators, who have recommended the Federal Reserve Board turn down the takeover plan.
The Middle Eastern group that is wrestling for control of the banking company with Saul and other members of FG management has also been accused of violating banking laws by not publicly reporting their stock purchases and not obtaining approval to form their own bank holding compay.
Saul's violation of New York law was revealed in papers filed yesterday by the Middle Eastern group in U.S. District Court in Washington. Financial General has been fighting the takeover in court for more than a year.
The two sides were back in court yesterday for arguments on the company's attempt to get an injunction to block a preliminary step in the planned tender offer planned by the Middle Eastern group. No decision was made on the injunction requests.