Holland says he was removed as bank chair, didn’t quit

Published 1:32 pm Friday, March 4, 2022

Former Farmers Bank Chairman Richard J. “Dick” Holland Jr. said his sudden departure from the role in February was involuntary.

The Windsor-headquartered bank — which Holland Jr.’s grandfather, Shirley T. Holland, founded in 1919 — announced in a Feb. 15 press release that the Board of Directors for Farmers Bankshares Inc., the bank’s publicly-traded holding company, had elected William A. Gwaltney Jr. in Holland Jr.’s place. The Windsor Weekly, in last week’s edition, incorrectly reported that Holland had stepped down.

Holland, who initially declined to comment on the circumstances of his departure when contacted by the newspaper, later stated in a Feb. 25 letter to The Windsor Weekly that the bank’s management and board “took action to remove” him as chairman, which he believes to be “in part due to significant disagreements that have developed within the bank.”

“I wanted very much to continue to be a part of the bank,” Holland said, speaking to the Times by phone on Feb. 28.

Holland declined to “get in the weeds” regarding the specific circumstances of his departure.

“I don’t want to cause the bank any harm,” he said.

Vernon Towler, the bank’s president and chief executive officer, had told the Windsor Weekly on Feb. 18 that Holland would remain a member of the Board of Directors. But according to Holland, he remains “a director of the holding company only,” explaining he’d been ousted not only as the holding company’s chairman but also removed entirely from the bank-level board of directors, which he’d also served as chairman.

Roughly 95% of all business Farmers Bank conducts, he said, is done at the bank-level board, which is composed of 13 directors — 14 including Holland, prior to his ouster. These directors are the same 13 people who serve on the holding company’s board, though the two boards operate separately.

Towler confirmed via an email to the Windsor Weekly on March 1 that Holland remains a member of Farmers Bankshares Inc.’s Board of Directors, who are elected by the company’s shareholders, but was no longer on the board of Farmers Bank, Windsor, Virginia. The local Windsor bank is a “wholly owned subsidiary of Farmers Bankshares,” Towler said, with its own board of directors, who are appointed by the board of Farmers Bankshares Inc.

But, “With regard to the change in board leadership, we have no further comments beyond the press release,” Towler said.

According to Farmers Bank’s website, the remaining directors are G. Thomas Alphin Jr., co-owner of the Windsor-based Commonwealth Gin cotton producer; E. Warren Beale Jr., a retired entrepreneur who serves on both boards in an emeritus capacity; William L. Chorey, owner of Suffolk-based Chorey & Associates Realty Ltd.; Gwaltney Jr., who, in addition to his role as chairman, serves as president of his family-owned Indika Farms on Five Forks Road; J. Clifton Harrell Jr., president of Suffolk Iron Works Inc.; Gregory P. Marshall, president of Chesapeake-based Tymar Development Inc.; Tiffany McMillian-McWaters, assistant general counsel for Virginia Beach-based Franchise Group Inc.; John T. Orlando, president of Virginia Beach-based Financial Security Advisory Inc.; David T. Owen, president of Wakefield Farm Service Inc.;  William H. Riddick III, an attorney with the Smithfield-based firm Riddick & Pope PC who also serves as the town of Smithfield’s attorney; O. A. Spady, a retired entrepreneur; Kent B. Spain, who serves as both boards’ vice chairman and as executive vice president of the Suffolk Insurance Corp.; and Towler.

According to Holland, the only way he can be ousted entirely from the holding company’s Board of Directors is by a majority vote of its shareholders.

The Windsor Weekly attempted to reach Gwaltney by phone and email Feb. 28, but received no response by press deadline.