The registrant's 2012 Annual Meeting of Shareholders was held May 16, 2012. Matters voted upon were (1) ratification of the Board?s selection of Crowe Horwath LLP as the Company?s independent registered public accounting firm for the ensuing year, (2) election of directors and (3) non-binding advisory vote on the compensation paid its named executive officers. The final number of votes cast with respect to each matter are set out below:

1) Ratification of the Board?s selection of Crowe Horwath LLP as the Company?s independent registered public accounting firm for the ensuing year:

      Votes For              2,036,355
      Votes Against             10,429

2)  Election of the following nominees to the Company?s Board of
Directors for the ensuing year:

                                  Votes For        Votes Withheld
      Betty J. Long               1,512,060             5,155
      Ted McClain                 1,491,366            25,849
      Edwin S. Saunier            1,512,060             5,155
      Buckner Woodford, IV        1,491,366            25,849

3) Non-binding advisory vote on the compensation paid its named executive officers:

      Votes For             1,413,760
      Votes Against            55,362
      Votes Abstained          48,093

The following directors have a term of office that will continue following the Annual Meeting: William Arvin, B. Proctor Caudill, Jr., Henry Hinkle, Theodore Kuster, Louis Prichard, Robert Thompson and Woodford Van Meter.

The total number of Common Shares outstanding as of March 20, 2012, the record date for the Annual Meeting of Shareholders, was 2,721,425.