EXHIBIT 99.2
LSB CORPORATION ▇▇▇▇▇▇▇▇
SAVINGS BANK
RESOLUTIONS ADOPTED AT A
JOINT MEETING OF THE BOARDS OF DIRECTORS
FEBRUARY 23, 2006
WHEREAS, as of November 1, 2005, LSB Corporation and ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇ Bank
(collectively, the "Company") and ▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇ entered into that certain
Employment Agreement providing for the employment of ▇▇. ▇▇▇▇▇▇▇▇ as President
and Chief Executive Officer of the Company, commencing January 3, 2006, which
Employment Agreement remains in effect at the present time; and
WHEREAS, by vote of the Boards of Directors on January 10, 2006, employment
contracts between the Company and ▇▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇ ▇▇▇▇▇▇▇▇ and ▇▇▇▇▇▇▇
▇'▇▇▇▇▇▇▇▇ were not renewed, thereby leaving ▇▇. ▇▇▇▇▇▇▇▇ as the only employee
with a continuing employment contract; and
WHEREAS, by letter dated February 23, 2006, ▇▇. ▇▇▇▇▇▇▇▇ has indicated that he
would be comfortable performing his duties as President and Chief Executive
Officer of the Company without the protection of the Employment Agreement and
subject to removal by the Boards of Directors of the Company at any time and has
requested the Company to agree to terminate the aforesaid Employment Agreement;
and
WHEREAS, the Boards of Directors have determined that it is in the best
interests of the Company to honor ▇▇. ▇▇▇▇▇▇▇▇'▇ request to terminate the
Employment Agreement without prejudice to ▇▇. ▇▇▇▇▇▇▇▇'▇ continued service as
President and Chief Executive Officer of the Company; and
WHEREAS, it is the desire of the Boards of Directors that ▇▇. ▇▇▇▇▇▇▇▇ continue
to serve as President and Chief Executive Officer of the Company, with the same
compensation and benefits as heretofor;
NOW, THEREFORE, it shall be and hereby is by these Boards of Directors
RESOLVED: That the Chairman, in the name and on behalf of the Company, is ▇▇▇▇▇▇
authorized to execute and deliver to ▇▇. ▇▇▇▇▇▇▇▇ and to the Secretary
of the Company for retention in the permanent records and minute books
of the Company that certain letter dated February 23, 2006 from ▇▇.
▇▇▇▇▇▇▇▇ to these Boards, thereby terminating, effective as of this
date, that certain Employment Agreement dated November 1, 2005 between
▇▇. ▇▇▇▇▇▇▇▇ and the Company; and it is further
RESOLVED: That ▇▇. ▇▇▇▇▇▇▇▇ continue to serve as President and Chief Executive
Officer of the Company, with the same compensation as heretofore and
benefits applicable to senior officers and employees generally, until
further order of these Boards.
