Page 1 of 4 SARAH W. HARGROVE 504 Spring Lane Wyndmoor, PA 19038 USA E-mail: sarah.hargrove@verizon.net Tel: 215 -836-5232 or 910-295-6358 Mobile: (001) 267-934-9529 KEY QUALIFICATIONS Ms. Hargrove is a seasoned financial executive with over 30 years of experience in commercial and investment banking, government, and international consulting. As Secretary of Banking for the Commonwealth of Pennsylvania, she was the primary regulator responsible for the safety, soundness, and regulatory compliance of the Commonwealth’s state-charted banks, trust companies, savings associations and credit unions with aggregate assets of $90 billion. Since leaving government service in 1995, Ms. Hargrove has been providing general financial advisory services to banks and bank supervisors in Central Europe, the Middle East and Asia. As a CFA she has knowledge and experience in a number of financial disciplines, including developing and providing training, in the following areas: Asset and Liability Management (ALM)/Treasury Management Bank Supervision Basel II Corporate Governance Derivatives Financial Management Investment Banking Investment Management Risk Management GOVERNMENT CONSULTING Central Bank of Jordan, Banking Supervision Department (BSD), Amman Ms. Hargrove developed and delivered a week-long training workshop on Risk Management, including case studies, for bank supervisors and inspectors and other CBJ staff. Working with BSD staff she developed an Early Warning System, including an early warning statistical model that flags banks for potential downgrade, and designed supervisory screens for off-site monitoring of the banks in Jordan. In addition, she developed BSD’s first Strategic Plan for its use in prioritizing its goals and objectives and establishing an action plan to enhance its oversight of the banking system. As part of a key objective emanating from the plan, she developed the Corporate Governance Handbook for Bank Directors for directors’ use in fulfilling their responsibilities, and a Corporate Governance Workshop to train directors in the principles of good governance. (Funded by USAID through Chemonics; August 2002 to present) Canadian Commercial Corporation (CCC), Government of Canada, Ottawa Ms Hargrove has performed studies entitled Assessment of CCC’s Credit Program and Future Borrowing and Capital Requirements, and Independent Risk Assessment and Governance Review of CCC for the Board of Directors of CCC and the Government’s Department of Finance, respectively. (In conjunction with IFC Ltd., Ottawa; June-September, 2004) Ministry of Finance, Fiscal Policy Office, Government of Thailand, Bangkok As part of a broader Restructuring of Specialized Financial Institutions (SFIs), Ms. Hargrove’s work on Component 1: Rationalization of and Corporate Governance for SFIs involved performing corporate governance audits of four SFIs wholly or partially owned by the Government of Thailand. The audits were based on international best practices and considerable research was undertaken to determine those best practices, providing the basis for recommending changes to their governance regimes. In addition, Sarah W. Hargrove Page 2 of 4 she provided training to the Fiscal Policy Office staff in principles of good corporate governance and bank analysis. (Funded by ADB through Deloitte Touche/Aries Group; April, 2001-May, 2002) TurkExIm Bank, Government of Turkey, Ankara Ms. Hargrove provided training and technical assistance in risk management and ALM as part of an Institutional Strengthening Project for Turk Eximbank. Her work included diagnosis of the bank’s current risk management process and proposal of remedial measures for deficiencies identified in existing policies and processes, and appropriate risk tolerance limits for all identified risks in cooperation with management. She helped establish risk management standards and an organization structure required by new BRSA regulation. A Benchmark Analysis using EDC (Canada) was performed to compare operations and performance for best practices benchmarking. Other activities included: examination of RiskMetrics compared to the standardized approach for determining capital required to support market risk; establishment of principles for credit risk measurement of financial institutions including qualitative and quantitative analyses and an internal rating system consistent with ratings of other credits for aggregation purposes, expanding existing risk evaluation methods to include funding considerations (eg. volatile funds dependency); cost of funds and spread analyses; interest rate risk; and earnings volatility. (Funded by World Bank through BearingPoint; January-December, 2001) World Bank Treasury, Financial Products and Services, Banking and Debt Management Group Ms. Hargrove was a subcontractor on the Distance Learning Program on IBRD Financial Products project, working with Barents Group. Her particular assignment was to design and write the training sections, including the case study of the fictional country of Millennium that was used to augment the principles taught and to illustrate how IBRD’s capital market products can be used in the government’s debt management and risk management strategies. (2000-2001) China Development Bank, Beijing Ms. Hargrove provided technical assistance in risk management and ALM as part of an Institutional Strengthening Project for China’s fifth largest state-owned bank. Activities included a diagnostic of CDB’s existing ALM and Treasury practices; establishing a formal ALCO that can take a comprehensive, medium and long-term risk management approach to all financial risks faced by CDB (liquidity, interest rate, foreign exchange and capital risks) to ensure that assets and liabilities are managed in an integrated, coherent and transparent manner to maximize risk-adjusted return within a given risk tolerance level; parameters for RAROC profitability analysis; and a simplified Funds Transfer Pricing system. Materials provided and/or training included: an extensive Draft Risk Management Manual (including Liquidity and Funding Policy with explicit guidelines across key liquidity dimensions), as well as training on use of the Manual; Terms of Reference for ALCO; ALM package of model ALCO agenda, sample policies and reports; interim New Product and Derivatives Policies; white paper on Analytical Framework for ALM Decision-making; a benchmarking study comparing CDB to best practice commercial and development banks, agenda for an ALM Study Tour; and a presentation at a BIS II Seminar jointly sponsored by PBOC and CDB entitled “How Much Capital Do You Really Need.” (Funded by World Bank through BearingPoint; July, 2001-September, 2003) International Finance Corporation, Washington, DC Ms. Hargrove has performed various project and bank appraisals for IFC including the following: Development and deliverance of a training program on risk management for Royal Bank of Trinidad, a major bank in Trinidad and Tobago in association with IFC (February, 2002) Development and deliverance of bank training and technical assistance in ALM for banks identified by IFC in Tbilisi, Georgia (1999-2000) Sarah W. Hargrove Page 3 of 4 Appraisals of four banks for possible investment by IFC, Yerevan, Armenia (March-April, 1999) Appraisals of five banks in Moscow (March, 2000; August, 2000; October, 1999; February, JulyAugust, 1998) Development of in-house training programs for IFC staff in Bank Appraisals and Derivative Products. CAREER PROFILE Bank Supervision and Regulation As the Secretary of Banking for the Commonwealth of Pennsylvania, Ms. Hargrove developed and implemented the department’s first strategic plan, installing an integrated a wide-area network for exam processing, intradepartmental communication and MIS, significantly reducing turnaround time and enhancing surveillance. She reorganized the department along functional lines, eliminating duplications and standardizing supervisory and enforcement activities, creating a cross-trained generic examination force reflecting the growing homogeneity of regulated institutions, adding value to the examination function and improving utilization of resources. Ms. Hargrove successfully resolved failed privatelyinsured banks with de novo FDIC-insured banks. She was a delegate to US-USSR Emerging Leaders Summit (1988) and served on several Boards, including PA Housing Finance Agency (Vice Chair), PA Economic Development Partnership, PA Industrial Development Agency and the State Liaison Committee, Federal Financial Institutions Examination Council. Consulting and Training Ms. Hargrove has consulting and training experience in a number of Central and East European countries. She has served as a trainer and developer of training materials for the USAID/Barents Group banker training centers in Kyiv, Ukraine and Tbilisi, Georgia. She has developed materials and presented seminars in Bank Analysis, ALM, Capital Markets and Investment Banking. In 1997, she led workshops at a commercial bank in Dnipropetrovsk, Ukraine on investment banking and bank financial management. In a previous training engagement for the Central Bank of the Russian Federation in Moscow, Ms. Hargrove developed a training module on Economic Analysis (Financial and Profitability Analysis of Banks and Their Borrowers), which included liquidity and funds management; performance analysis; credit analysis and loan review; CAMEL; internal auditing. She subsequently taught the first course to trainers at the Central Bank’s Training School in Oryol. Ms. Hargrove’s other training and consulting engagements include an engagement with the International Finance and Business School in Moscow, where she developed a training module, and taught a seminar on the Fundamentals of Bank Appraisal, including: basic investment concepts; standard valuation measures including discounted cash flow and going concern values, franchise value, liquidating value and adjusted book value; merger and acquisition strategy and planning; evaluation of loan portfolios; and evaluation of off-balance sheet items (derivatives, standby lines and letters of credit). Corporate Finance, Investment Banking and Investment Management During her 17 years as a corporate finance and investment expert, Ms. Hargrove has held roles of increasing responsibility. As Vice President at Philadelphia First Group, Ms. Hargrove was responsible for corporate finance and investment banking, mergers, capital raising, valuations, and general advisory activities. In her other positions, Ms. Hargrove held responsibility for credit product management, planning and training for credit-related products, including interest rate swaps, defeasance and ESOPs. She also has experience in initiating, developing and closing merger-related transactions, valuations, private placements, and bank capital planning. Early in her career she developed an investment school to teach basic principles of economics and security analysis of debt and equity instruments and supervised the Performance Evaluation Unit of Trust Investment Division of a major regional bank Sarah W. Hargrove Page 4 of 4 Financial Services Advisory Highlights: Legal and regulatory analysis of draft regulations for "Registry of Credits and Guarantees" for the National Bank of Slovak Republic Feasibility studies: Training centers (Moscow); and new bank product offering in Asia Expert testimony and/or reports on bank regulatory changes supporting successful resolution of tax case for City of Philadelphia; for BCCI-related litigation supporting liquidator's successful claims; for successful restitution of funds improperly seized from a bank in Tanzania. Private placements of debt securities for banks, bank holding companies, manufacturing companies and housing project for Air Force Base in Alaska, including innovative use of tax-free financing for management buyout of subsidiary of private company Evaluation of assortment of manufacturing, service and financial service companies, including innovative evaluation of "break up" value of asbestos-related company in bankruptcy and unique valuation of trademarks of subsidiary of Australian company for capital allocation and tax purposes Merger assignments in food, retailing, hardware manufacturing, pharmaceutical and oil industries Business and capital plans for several companies including: telecommunications business in U.S. for European equipment manufacturer; cocoa processing business in U.S. for foreign parent; and bank capital studies for regulatory purposes Analysis and training for bank credit-related products including interest rate swaps, defeasance and ESOP's SUMMARY OF PROFESSIONAL EXPERIENCE Hargrove Consultancy, 1995-present Secretary of Banking, Commonwealth of Pennsylvania, 1987-1995 Vice President, Philadelphia First Group, Inc., Plymouth Meeting, PA, 1985-1987 Vice President, Assistant Vice President, Corporate Services Officer, CoreStates Philadelphia National Bank, Philadelphia, PA, 1976-1985 Mergers and Acquisitions Analyst, Morgan Stanley and Co., New York, 1973-1974 Investment Assistant, Wachovia Bank & Trust Company, Winston-Salem, NC, 1970-1973 EDUCATION Harvard University, JFK School of Government, State and Local Program, 1988. Chartered Financial Analyst, 1980 MBA, Finance, The Wharton School, Graduate Division, University of Pennsylvania, 1976 BA, Psychology, University of North Carolina, Chapel Hill, 1968 AFFILIATIONS & OTHER Financial Management Association International (former Practitioner Director) CFA Institute The Wharton Alumni Club (former Advisory Board member) Women Executives in State Government (former Board member) Career Achievement Award, Mary Baldwin College Juliette Low "Take the Lead" Award, Girl Scouts of Philadelphia Honorary Degree, Doctor of Laws, Seton Hill College Pennsylvania's Honor Roll of Women Pennsylvania Women's Forum (Charter Member and former Board member) Marathon Runner (Boston, Philadelphia, Montreal, New York, Pittsburgh)