Exhibit 24
POWERS OF ATTORNEY
WITNESSETH, that each of the undersigned directors or officers of
MOUNTAINBANK FINANCIAL CORPORATION ("MFC"), a North Carolina corporation, by his
or her execution hereof, hereby constitutes and appoints each of J. W. DAVIS and
GREGORY L. GIBSON, or any substitute appointed by either of them, jointly and
severally, as his or her true and lawful attorney-in-fact and agent for him or
her, and in his or her name, place, and stead, to execute and sign Registration
Statements on Form S-8 or other appropriate form to be filed by MFC with the
Securities and Exchange Commission (the "Commission") pursuant to the Securities
Act of 1933, as amended, with respect to the offer and issuance of shares of
MFC's common stock to former directors, officers and employees of First Western
Bank ("First Western") in connection with options previously granted by First
Western pursuant to its 1998 and 1999 Nonstatutory Stock Option Plans and 1998
and 1999 Incentive Stock Option Plans; and, further, to execute and sign any and
all pre-effective and post-effective amendments to such Registration Statements,
and file all of the same, together with all exhibits and schedules thereto and
all other documents in connection therewith, with the Commission and with such
state securities authorities as may be appropriate, granting unto each said
attorney-in-fact full power and authority to do and perform each and every act
and thing requisite and necessary to be done in and about the premises, as fully
and to all intents and purposes as the undersigned might or could do in person,
and hereby ratifying and confirming all the acts of each said attorney-in-fact
and agent which they may lawfully do in the premises or cause to be done by
virtue hereof.
Signature Title Date
--------- ----- ----
/s/ J. W. Davis President, Chief Executive January 28, 2002
- ------------------------------------ Executive Officer and Director
J. W. Davis (principal executive officer)
/s/ Gregory L. Gibson Chief Financial Officer January 28, 2002
- ------------------------------------ Officer (principal financial
Gregory L. Gibson and accounting officer)
/s/ Boyd L. Hyder Chairman January 28, 2002
- ------------------------------------
Boyd L. Hyder
/s/ William A. Banks Director January 28, 2002
- ------------------------------------
William A. Banks
/s/ William H. Burton III Director January 28, 2002
- ------------------------------------
William H. Burton III
/s/ Kenneth C. Feagin Director January 28, 2002
- ------------------------------------
Kenneth C. Feagin
/s/ Danny L. Ford Director January 28, 2002
- -----------------------------------
Danny L. Ford
/s/ J. Edward Jones Director January 28, 2002
- -----------------------------------
J. Edward Jones
/s/ Ronald R. Lamb Director January 28, 2002
- -----------------------------------
Ronald R. Lamb
/s/ H. Steve McManus Director January 28, 2002
- -----------------------------------
H. Steve McManus
/s/ Van F. Phillips Director January 28, 2002
- -----------------------------------
Van F. Phillips
/s/ Catherine H. Schroader Director January 28, 2002
- -----------------------------------
Catherine H. Schroader
/s/ Maurice A. Scott Director January 28, 2002
- -----------------------------------
Maurice A. Scott