In The Matter Of:
Shang-Kuan Tsai a/k/a Scott Tsai
Before The Banking Commissioner of Texas
Austin, Travis County, Texas
CONSENT ORDER PROHIBITING FURTHER PARTICIPATION
On this day, the matter of SHANG-KUAN TSAI a/k/a SCOTT TSAI, Tustin, California (“Respondent”) was submitted to me, Charles G. Cooper, Banking Commissioner of the State of Texas (“Commissioner”), for consideration and action. Respondent was the chairman of the board of directors and an officer of United Central Bank, Garland, Texas, and a director on the board of its bank holding company, Central Bancorp, Inc.
The Texas Department of Banking (“Department”) is the appropriate state banking agency to bring this enforcement action pursuant to Texas Finance Code § 35.003, and the Commissioner has jurisdiction over Respondent and the subject matter of this proceeding. Respondent has been informed that he has the right to receive a proposed order detailing the violations of law or regulation, unsafe or unsound banking practices and/or breaches of fiduciary duty that the Department charges against Respondent. Respondent has been informed and understands that he has the right to a hearing on the alleged charges under Texas Finance Code §§ 35.003(c) and 35.004. Respondent waived those rights and entered into a Stipulation and Consent to the Issuance of an Order Prohibiting Further Participation (“Consent Agreement”) with the Department, which agrees to the disposition of this matter pursuant to the provisions of Texas Government Code § 2001.056. Respondent entered into the Consent Agreement solely for the purpose of this proceeding, and, without admitting or denying any violations of law or regulations or unsafe or unsound banking practices and/or breaches of fiduciary duty, Respondent consented to the issuance of this Prohibition Order.
The Commissioner has considered the matter and believes that, based upon bank examinations and other credible evidence, that with respect to a state bank, Respondent’s actions satisfy the statutory requirements for the issuance of a Prohibition Order as set forth in Texas Finance Code § 35.003.
In particular, the Commissioner determined he has reason to believe the following.
- Respondent has intentionally committed or participated in violations of law or regulations, unsafe or unsound practices, and/or breaches of fiduciary duty with regard to the affairs of United Central Bank (Bank);
- Because of these actions by Respondent, the Bank has suffered or will probably suffer financial loss or other damage; the interests of the Bank’s depositors have been or could be prejudiced; and/or Respondent received financial gain or other benefit by reason of the actions; and
- Such actions involve personal dishonesty on the part of Respondent or demonstrate Respondent’s willful and/or continuing disregard for the safety and soundness of the Bank.
The Commissioner further determined that such violations of law or regulations, unsafe or unsound practices, and/or breaches of fiduciary duty demonstrate Respondent’s unfitness to serve as a director, officer, or employee of a state bank, holding company of a state bank, or state trust company, among other positions to which this order applies, or to directly or indirectly participate in any manner in the management of such entity. Accordingly, the entry of this Prohibition Order appears to be necessary and in the best interest of the Bank and its depositors, creditors, and shareholders.
I. Order of Prohibition
It is, therefore, ORDERED, ADJUDGED and DECREED that, pursuant to Texas Finance Code §§ 35.003 and 35.007, without prior written approval of the Banking Commissioner, with respect to a state bank, holding company of a state bank, state trust company, or other entity chartered, registered or licensed by the banking commissioner under the laws of this state, including, but not limited to, a foreign bank or money services business:
SHANG-KUAN TSAI a/k/a SCOTT TSAI is perpetually prohibited from:
- serving as a director, officer, or employee of a state bank, holding company of a state bank, or state trust company, or as a director, officer, or employee with financial responsibility of any other entity chartered, registered, permitted, or licensed by the Banking Commissioner under the laws of this state;
- directly or indirectly participating in any manner in the management of such entity;
- directly or indirectly voting for a director of such an entity; or
- soliciting, procuring, transferring, attempting to transfer, voting, or attempting to vote any proxy, consent, or authorization with respect to voting rights in such an entity.
II. Effective Date
This Prohibition Order against Respondent SHANG-KUAN TSAI a/k/a SCOTT TSAI is effective September 16, 2014, and is final and nonappealable as of that date. The provisions of this Order will remain effective and in force except in the event that, and until such time as, this Order shall have been modified, terminated, suspended, or set aside in accordance with Texas Finance Code § 35.0071.
It is so ORDERED.
Signed this 16th day of September, 2014.
/s/ Robert L. Bacon
for Charles G. Cooper
Banking Commissioner of the State of Texas
APPROVED AS TO FORM:
/s/ Dennis R. Baranowski September 12, 2014
Dennis R. Baranowski Date
Geraci Law Firm
Attorney for Respondent
/s/ Deborah H. Loomis September 16, 2014
Deborah H. Loomis Date
Deputy General Counsel
Texas Department of Banking