DWNX / Delhi Bank Corp. - SEC फाइलिंग, वार्षिक रिपोर्ट, प्रॉक्सी स्टेटमेंट

दिल्ली बैंक कॉर्पोरेशन
US ˙ OTCPK

मूलभूत आँकड़े
CIK 927719
SEC Filings
All companies that sell securities in the United States must register with the Securities and Exchange Commission (SEC) and file reports on a regular basis. These reports include company annual reports (10K, 10Q), news updates (8K), investor presentations (found in 8Ks), insider trades (form 4), ownership reports (13D, and 13G), and reports related to the specific securities sold, such as registration statements and prospectus. This page shows recent SEC filings related to Delhi Bank Corp.
SEC Filings (Chronological Order)
यह पृष्ठ SEC फाइलिंग की एक पूरी, कालानुक्रमिक सूची प्रदान करता है, ओनरशिप फाइलिंग को छोड़कर, जो हम अन्यत्र प्रदान करते हैं।
March 13, 2025 EX1A-12 OPN CNSL

Squire Patton Boggs (US) LLP

Exhibit 12.1 Squire Patton Boggs (US) LLP 2550 M Street, NW Washington, DC 20037 Office: +1.202.457.6000 Fax: +1.202.457.6315 March 13, 2025 Board of Directors Delhi Bank Corp. 124 Main Street Delhi, New York 13753 Re: Delhi Bank Corp. Post-qualification Amendment No. 8 to the Offering Statement on Form 1-A Ladies and Gentlemen: You have requested our opinion as special counsel for Delhi Bank Corp

March 13, 2025 EX1A-11 CONSENT

Consent

Exhibit 11.1 Consent We hereby consent to the inclusion of our report dated March 13, 2025 relating to the consolidated financial statements of Delhi Bank Corp. and Subsidiary as of December 31, 2024 and 2023 and for the years then ended, included in Post-Qualification Amendment No. 8 to the Regulation A Offering Statement on Form 1-A dated March 13, 2025 filed with the U.S. Securities and Exchang

March 13, 2025 PART II AND III

Post-Qualification Amendment No. 8

Post-Qualification Amendment No. 8 File No. 24-10818 OFFERING CIRCULAR DELHI BANK CORP. TIER 1 OFFERING 124 Main Street 489,809 Shares of Common Stock Delhi, New York 13753 (855) 413-3544 We are offering to our stockholders residing in the State of New York and certain other jurisdictions shares of our common stock through participation in a Dividend Reinvestment and Optional Cash Purchase Plan (t

June 3, 2024 CORRESP

124 Main St ∙ PO Box 508 Delhi, New York 13753 (855) 413-3544 June 3, 2024

124 Main St ∙ PO Box 508 Delhi, New York 13753 (855) 413-3544 June 3, 2024 VIA EDGAR Chris Windsor Legal Branch Chief U.

May 31, 2024 PART II AND III

Proceeds to Issuer (2)(3)(4)

Post-Qualification Amendment No. 7 File No. 024-10818 OFFERING CIRCULAR DELHI BANK CORP. TIER 1 OFFERING 124 Main Street 540,960 Shares of Common Stock Delhi, New York 13753 (855) 413-3544 We are offering to our stockholders residing in the State of New York and certain other jurisdictions shares of our common stock through participation in a Dividend Reinvestment and Optional Cash Purchase Plan (

May 31, 2024 EX1A-11 CONSENT

Consent

Exhibit 11.1 Consent We hereby consent to the inclusion of our report dated March 13, 2024 relating to the consolidated financial statements of Delhi Bank Corp. and Subsidiary as of December 31, 2023 and 2022 and for the years then ended, included in Post-Qualification Amendment No. 7 to the Regulation A Offering Statement on Form 1-A dated May 31, 2024 filed with the U.S. Securities and Exchange

April 30, 2024 CORRESP

CORRESP

Post-Qualification Amendment No. 76 File No. 024-10818 OFFERING CIRCULAR DELHI BANK CORP. TIER 1 OFFERING 124 Main Street 540,960 Shares of Common Stock Delhi, New York 13753 (855) 413-3544 We are offering to our stockholders residing in the State of New York and certain other jurisdictions shares of our common stock through participation in a Dividend Reinvestment and Optional Cash Purchase Plan

April 30, 2024 CORRESP

124 Main St ∙ PO Box 508 Delhi, New York 13753 (855) 413-3544 April 30, 2024

124 Main St ∙ PO Box 508 Delhi, New York 13753 (855) 413-3544 April 30, 2024 VIA EDGAR Division of Corporation Finance Office of Finance (“Staff”) U.

March 13, 2024 EX1A-11 CONSENT

Consent

Exhibit 11.1 Consent We hereby consent to the inclusion of our report dated March 13, 2024 relating to the consolidated financial statements of Delhi Bank Corp. and Subsidiary as of December 31, 2023 and 2022 and for the years then ended, included in Post-Qualification Amendment No. 6 to the Regulation A Offering Statement on Form 1-A dated March 13, 2024 filed with the U.S. Securities and Exchang

March 13, 2024 PART II AND III

Proceeds to Issuer (2)(3)(4)

Post-Qualification Amendment No.6 File No. 024-10818 OFFERING CIRCULAR DELHI BANK CORP. TIER 1 OFFERING 124 Main Street 540,960 Shares of Common Stock Delhi, New York 13753 (855) 413-3544 We are offering to our stockholders residing in the State of New York and certain other jurisdictions shares of our common stock through participation in a Dividend Reinvestment and Optional Cash Purchase Plan (t

March 13, 2024 EX1A-12 OPN CNSL

Squire Patton Boggs (US) LLP

Exhibit 12.1 Squire Patton Boggs (US) LLP 2550 M Street, NW Washington, DC 20037 Office: +1.202.457.6000 Fax: +1.202.457.6315 March 13, 2024 Board of Directors Delhi Bank Corp. 124 Main Street Delhi, New York 13753 Re: Delhi Bank Corp. Post-qualification Amendment No. 6 to the Offering Statement on Form 1-A Ladies and Gentlemen: You have requested our opinion as special counsel for Delhi Bank Corp

March 23, 2023 CORRESP

124 Main St ∙ PO Box 508 Delhi, New York 13753 (855) 413-3544 March 23, 2023

124 Main St ∙ PO Box 508 Delhi, New York 13753 (855) 413-3544 March 23, 2023 VIA EDGAR Ms.

March 15, 2023 EX1A-12 OPN CNSL

March 15, 2023

Exhibit 12.1 Squire Patton Boggs (US) LLP 2550 M Street, NW Washington, DC 20037 Office: +1.202.457.6000 Fax: +1.202.457.6315 March 15, 2023 Board of Directors Delhi Bank Corp. 124 Main Street Delhi, New York 13753 Re: Delhi Bank Corp. Post-qualification Amendment No. 5 to the Offering Statement on Form 1-A Ladies and Gentlemen: You have requested our opinion as special counsel for Delhi Bank Corp

March 15, 2023 EX1A-11 CONSENT

Consent

Exhibit 11.1 Consent We hereby consent to the inclusion of our report dated March 15, 2023 relating to the consolidated financial statements of Delhi Bank Corp. and Subsidiary as of December 31, 2022 and 2021 and for the years then ended, included in Post-Qualification Amendment No. 5 to the Regulation A Offering Statement on Form 1-A dated March 15, 2023 filed with the U.S. Securities and Exchang

March 15, 2023 PART II AND III

Proceeds to Issuer (2)(3)(4)

Post-Qualification Amendment No. 5 File No. 024-10818 OFFERING CIRCULAR DELHI BANK CORP. TIER 1 OFFERING 124 Main Street 93,848 Shares of Common Stock Delhi, New York 13753 (855) 413-3544 We are offering to our stockholders residing in the State of New York and certain other jurisdictions shares of our common stock through participation in a Dividend Reinvestment and Optional Cash Purchase Plan (t

March 17, 2022 CORRESP

124 Main St ∙ PO Box 508 Delhi, New York 13753 (855) 413-3544

CORRESP 1 filename1.htm 124 Main St ∙ PO Box 508 Delhi, New York 13753 (855) 413-3544 March 17, 2022 VIA EDGAR Mr. Eric Envall U.S. Securities and Exchange Commission (the “Commission”) 100 F Street, NE Washington, DC 20549 Re: Delhi Bank Corp. Offering Statement on Form 1-A Post-Qualification Amendment No. 4 Request for Qualification File No. 024-10818 Dear Mr. Envall: Pursuant to your correspond

March 16, 2022 EX1A-12 OPN CNSL

March 16, 2022

Exhibit 12.1 Squire Patton Boggs (US) LLP 2550 M Street, NW Washington, DC 20037 Office: +1.202.457.6000 Fax: +1.202.457.6315 March 16, 2022 Board of Directors Delhi Bank Corp. 124 Main Street Delhi, New York 13753 Re: Delhi Bank Corp. Post-qualification Amendment No. 4 to the Offering Statement on Form 1-A Ladies and Gentlemen: You have requested our opinion as special counsel for Delhi Bank Corp

March 16, 2022 EX1A-6 MAT CTRCT

THE DELAWARE NATIONAL BANK OF DELHI SALARY CONTINUATION AGREEMENT

Exhibit 6.10 THE DELAWARE NATIONAL BANK OF DELHI SALARY CONTINUATION AGREEMENT THIS AGREEMENT (“AGREEMENT”) is entered into effective as of the 1st day of January 2022 (the “EFFECTIVE DATE”), by and between THE DELAWARE NATIONAL BANK OF DELHI, a national bank located in Delhi, New York (the “BANK”) and a wholly-owned subsidiary of Delhi Bank Corp., a New York corporation (the “COMPANY”) and ELLIOT

March 16, 2022 PART II AND III

This Offering Circular follows the Form 1-A disclosure format. The date of this offering circular is March 16, 2022. Table of Contents

PART II AND III 2 ea156600-1aposdelhibank.htm POST-QUALIFICATION AMENDMENT NO. 4 TO OFFERING STATEMENT Post-Qualification Amendment No. 4 File No. 024-10818 OFFERING CIRCULAR DELHI BANK CORP. TIER 1 OFFERING 124 Main Street 148,923 Shares of Common Stock Delhi, New York 13753 (855) 413-3544 We are offering to our stockholders residing in the State of New York and certain other jurisdictions shares

March 16, 2022 EX1A-11 CONSENT

Consent

Exhibit 11.1 Consent We hereby consent to the inclusion of our report dated March 16, 2022 relating to the consolidated financial statements of Delhi Bank Corp. and Subsidiary as of December 31, 2021 and 2020 and for the years then ended, included in Post-Qualification Amendment No. 4 to the Regulation A Offering Statement on Form 1-A dated March 16, 2022 filed with the U.S. Securities and Exchang

March 30, 2021 CORRESP

124 Main St ∙ PO Box 508 Delhi, New York 13753 (855) 413-3544 March 30, 2021

124 Main St ? PO Box 508 Delhi, New York 13753 (855) 413-3544 March 30, 2021 VIA EDGAR Ms.

March 17, 2021 EX1A-12 OPN CNSL

- OPINION OF SQUIRE PATTON BOGGS (US) LLP

EX1A-12 OPN CNSL 4 ea137523ex12-1delhibank.htm OPINION OF SQUIRE PATTON BOGGS (US) LLP Exhibit 12.1 Squire Patton Boggs (US) LLP 2550 M Street, NW Washington, DC 20037 Office: +1.202.457.6000 Fax: +1.202.457.6315 March 17, 2021 Board of Directors Delhi Bank Corp. 124 Main Street Delhi, New York 13753 Re: Delhi Bank Corp. Post-qualification Amendment No. 3 to the Offering Statement on Form 1-A Ladi

March 17, 2021 PART II AND III

- POST-QUALIFICATION AMENDMENT NO. 3 TO OFFERING STATEMENT

PART II AND III 2 ea137523-1aposdelhibank.htm POST-QUALIFICATION AMENDMENT NO. 3 TO OFFERING STATEMENT Post-Qualification Amendment No. 3 File No. 024-10818 OFFERING CIRCULAR DELHI BANK CORP. TIER 1 OFFERING 124 Main Street 102,953 Shares of Common Stock Delhi, New York 13753 (855) 413-3544 We are offering to our stockholders residing in the State of New York and certain other jurisdictions shares

March 17, 2021 EX1A-11 CONSENT

- CONSENT OF BAKER TILLY VIRCHOW KRAUSE, LLP

Exhibit 11.1 Consent We hereby consent to the inclusion of our report dated March 17, 2021 relating to the consolidated financial statements of Delhi Bank Corp. and Subsidiary as of December 31, 2020 and 2019 and for the years then ended, included in Post-Qualification Amendment No. 3 to the Regulation A Offering Statement on Form 1-A dated March 17, 2021 filed with the U.S. Securities and Exchang

March 26, 2020 CORRESP

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124 Main St ∙ PO Box 508 Delhi, New York 13753 (855) 413-3544 March 26, 2020 VIA EDGAR Mr.

March 25, 2020 CORRESP

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CORRESP 1 filename1.htm 124 Main St ∙ PO Box 508 Delhi, New York 13753 (855) 413-3544 March 25, 2020 VIA EDGAR Mr. Eric Envall U.S. Securities and Exchange Commission 100 F Street, NE Washington, DC 20549 Re: Delhi Bank Corp. Post-Qualification Amendment No. 2 to Form 1-A Request for Qualification File No. 024-10818 Dear Mr. Envall: Pursuant to your correspondence on March 25, 2020 advising that t

March 18, 2020 EX1A-11 CONSENT

Consent of Baker Tilly Virchow Krause, LLP

Exhibit 11.1 Consent We hereby consent to the inclusion of our report dated March 18, 2020 relating to the consolidated financial statements of Delhi Bank Corp. and Subsidiary as of December 31, 2019 and 2018 and for the years then ended, included in Post-Qualification Amendment No. 2 to the Regulation A Offering Statement on Form 1-A dated March 18, 2020 filed with the U.S. Securities and Exchang

March 18, 2020 EX1A-12 OPN CNSL

Consent of Squire Patton Boggs (US) LLP (included in Exhibit 12.1)

Exhibit 12.1 Squire Patton Boggs (US) LLP 2550 M Street, NW Washington, DC 20037 Office:+1.202.457.6000 Fax:+1.202.457.6315 March 18, 2020 Board of Directors Delhi Bank Corp. 124 Main Street Delhi, New York 13753 Re: Delhi Bank Corp. Post-qualification Amendment No. 2 to the Offering Statement on Form 1-A Ladies and Gentlemen: You have requested our opinion as special counsel for Delhi Bank Corp.

March 18, 2020 PART II AND III

DWNX / Delhi Bank Corp. PART II AND III - - POST-QUALIFICATION AMENDMENT NO. 2 TO OFFERING STATEMENT

Post-Qualification Amendment No. 2 File No. 024-10818 OFFERING CIRCULAR DELHI BANK CORP. TIER 1 OFFERING 124 Main Street 126,747 Shares of Common Stock Delhi, New York 13753 (855) 413-3544 We are offering to our stockholders residing in the State of New York and certain other jurisdictions shares of our common stock through participation in a Dividend Reinvestment and Optional Cash Purchase Plan (

March 18, 2020 EX1A-6 MAT CTRCT

Amended and Restated Salary Continuation Agreement by and between The Delaware National Bank of Delhi and Deirdre A. Hillis dated as of January 1, 2020

Exhibit 6.6 THE DELAWARE NATIONAL BANK OF DELHI SALARY CONTINUATION AGREEMENT (As Amended and Restated Effective January 1, 2020) THIS THE DELAWARE NATIONAL BANK OF DELHI SALARY CONTINUATION AGREEMENT (AS AMENDED AND RESTATED EFFECTIVE JANUARY 1, 2020) (“AGREEMENT”) is entered into effective as of the 1st day of January 2020 (the “EFFECTIVE DATE”), by and between THE DELAWARE NATIONAL BANK OF DELH

April 10, 2019 EX1A-6 MAT CTRCT

Amendment to Salary Continuation Agreement by and between The Delaware National Bank of Delhi and Robert W. Armstrong dated as of April 16, 2014

Exhibit 6.2 Amendment to Delaware National Bank of Delhi Salary Continuation Agreement WHEREAS, Delaware National Bank of Delhi (the “Bank”) and Robert W. Armstrong (the “Executive”) have previously entered into a Salary Continuation Agreement (the “SCA”) dated March 16, 2005; WHEREAS, the Bank and the Executive have agreed that certain changes to the benefit formula under the SCA are necessary an

April 10, 2019 EX1A-6 MAT CTRCT

Salary Continuation Agreement by and between The Delaware National Bank of Delhi and Robin Hultenius dated as of January 1, 2018

Exhibit 6.9 THE DELAWARE NATIONAL BANK OF DELHI SALARY CONTINUATION AGREEMENT THIS SALARY CONTINUATION AGREEMENT (“AGREEMENT”) is entered into effective as of the 1st day of January, 2018 (the “EFFECTIVE DATE”), by and between THE DELAWARE NATIONAL BANK OF DELHI, a national bank located in Delhi, New York (the “BANK”) and a wholly-owned subsidiary of Delhi Bank Corp., a New York corporation (the “

April 10, 2019 EX1A-6 MAT CTRCT

Amended and Restated Salary Continuation Agreement by and between The Delaware National Bank of Delhi and Bryan R. Boyer dated as of January 1, 2018

Exhibit 6.7 THE DELAWARE NATIONAL BANK OF DELHI SALARY CONTINUATION AGREEMENT THIS AMENDED AND RESTATED AGREEMENT (“AGREEMENT”) is entered into effective as of the 1st day of January 2018 (the “EFFECTIVE DATE”), by and between THE DELAWARE NATIONAL BANK OF DELHI, a national bank located in Delhi, New York (the “BANK”) and a wholly-owned subsidiary of Delhi Bank Corp., a New York corporation (the “

April 10, 2019 EX1A-11 CONSENT

Consent of Baker Tilly Virchow Krause, LLP

Exhibit 11.1 Consent We hereby consent to the inclusion of our report dated March 19, 2019 relating to the consolidated financial statements of Delhi Bank Corp. and Subsidiary as of December 31, 2018 and 2017 and for the years then ended, included in Post-Qualification Amendment No. 1 to the Regulation A Offering Statement on Form 1-A dated April 10, 2019 filed with the U.S. Securities and Exchang

April 10, 2019 EX1A-2A CHARTER

Charter of Delhi Bank Corp.

Exhibit 2.1 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17

April 10, 2019 EX1A-6 MAT CTRCT

Salary Continuation Agreement by and between The Delaware National Bank of Delhi and Suzanne L. MacDonald dated as of December 29, 2009

Exhibit 6.4 Salary Continuation Agreement by and between The Delaware National Bank of Delhi and Suzanne L. MacDonald DELAWARE NATIONAL BANK OF DELHI SALARY CONTINUATION AGREEMENT THIS AGREEMENT is adopted this 29th day of December, 2009, by and between THE DELAWARE NATIONAL BANK OF DELHI, a national bank located in Delhi, New York (the “BANK”), and SUZANNE L. MACDONALD (the “EXECUTIVE”). INTRODUC

April 10, 2019 EX1A-6 MAT CTRCT

Salary Continuation Agreement by and between The Delaware National Bank of Delhi and Robert W. Armstrong dated as of March 16, 2005

Exhibit 6.1 Salary Continuation Agreement by and between The Delaware National Bank of Delhi and Robert W. Armstrong DELAWARE NATIONAL BANK OF DELHI SALARY CONTINUATION AGREEMENT THIS AGREEMENT is adopted this 16th day of March, 2005, by and between THE DELAWARE NATIONAL BANK OF DELHI, a national bank located in Delhi, New York (the “BANK”), and ROBERT W. ARMSTRONG (the “EXECUTIVE”). INTRODUCTION

April 10, 2019 EX1A-6 MAT CTRCT

Amended and Restated Salary Continuation Agreement by and between The Delaware National Bank of Delhi and Gretchen E. Rossley dated as of January 1, 2018

Exhibit 6.5 THE DELAWARE NATIONAL BANK OF DELHI SALARY CONTINUATION AGREEMENT THIS AMENDED AND RESTATED AGREEMENT (“AGREEMENT”) is entered into effective as of the 1st day of January 2018 (the “EFFECTIVE DATE”), by and between THE DELAWARE NATIONAL BANK OF DELHI, a national bank located in Delhi, New York (the “BANK”) and a wholly-owned subsidiary of Delhi Bank Corp., a New York corporation (the “

April 10, 2019 EX1A-4 SUBS AGMT

Authorization Form

Exhibit 4.1 Authorization Form DELHI BANK CORP. DIVIDEND REINVESTMENT AND OPTIONAL CASH PURCHASE PLAN AUTHORIZATION FORM (See mailing instructions below) Name(s) exactly as set forth on your stock certificate Additional space for name(s), if necessary Street Address City State Zip Code - - Social Security Number (To be completed if the shareholder is an individual. If shares are held jointly, the

April 10, 2019 PART II AND III

DWNX / Delhi Bank Corp. POST-QUALIFICATION AMENDMENT TO A 1-A OFFERING STATEMENT

PART II AND III 2 f1apos2019a1delhibankcorp.htm POST-QUALIFICATION AMENDMENT TO A 1-A OFFERING STATEMENT Post-Qualification Amendment No. 1 File No. 024-10818 OFFERING CIRCULAR DELHI BANK CORP. TIER 1 OFFERING 124 Main Street 149,196 Shares of Common Stock Delhi, New York 13753 (855) 413-3544 We are offering to our stockholders residing in the State of New York and certain other jurisdictions shar

April 10, 2019 EX1A-12 OPN CNSL

Consent of Squire Patton Boggs (US) LLP (included in Exhibit 12.1)

Exhibit 12.1 Squire Patton Boggs (US) LLP 2550 M Street, NW Washington, DC 20037 Office: +1.202.457.6000 Fax: +1.202.457.6315 April 10, 2019 Board of Directors Delhi Bank Corp. 124 Main Street Delhi, New York 13753 Re: Delhi Bank Corp. Post-qualification Amendment No. 1 to the Offering Statement on Form 1-A Ladies and Gentlemen: You have requested our opinion as special counsel for Delhi Bank Corp

April 10, 2019 EX1A-2B BYLAWS

Bylaws of Delhi Bank Corp.

Exhibit 2.2 AMENDED AND RESTATED BYLAWS OF DELHI BANK CORP. INDEX TO BYLAWS OF DELHI BANK CORP. ARTICLE I – MEETINGS OF SHAREHOLDERS Section 101. Place of Meetings Section 102. Annual Meetings Section 103. Special Meetings Section 104. Conduct of Shareholders’ Meetings ARTICLE II – DIRECTORS AND BOARD MEETINGS Section 201. Management by Board of Directors Section 202. Nomination for Directors Sect

April 10, 2019 EX1A-6 MAT CTRCT

Salary Continuation Agreement by and between The Delaware National Bank of Delhi and Peter V. Gioffe dated as of January 1, 2018

Exhibit 6.3 THE DELAWARE NATIONAL BANK OF DELHI SALARY CONTINUATION AGREEMENT THIS SALARY CONTINUATION AGREEMENT (“AGREEMENT”) is entered into effective as of the 1st day of January, 2018 (the “EFFECTIVE DATE”), by and between THE DELAWARE NATIONAL BANK OF DELHI, a national bank located in Delhi, New York (the “BANK”) and a wholly-owned subsidiary of Delhi Bank Corp., a New York corporation (the “

April 10, 2019 EX1A-6 MAT CTRCT

Amended and Restated Salary Continuation Agreement by and between The Delaware National Bank of Delhi and Deirdre A. Hillis dated as of January 1, 2018

Exhibit 6.6 THE DELAWARE NATIONAL BANK OF DELHI SALARY CONTINUATION AGREEMENT THIS AMENDED AND RESTATED AGREEMENT (“AGREEMENT”) is entered into effective as of the 1st day of January 2018 (the “EFFECTIVE DATE”), by and between THE DELAWARE NATIONAL BANK OF DELHI, a national bank located in Delhi, New York (the “BANK”) and a wholly-owned subsidiary of Delhi Bank Corp., a New York corporation (the “

April 10, 2019 EX1A-6 MAT CTRCT

Salary Continuation Agreement by and between The Delaware National Bank of Delhi and Yvonne Haynes dated as of January 1, 2018

Exhibit 6.8 THE DELAWARE NATIONAL BANK OF DELHI SALARY CONTINUATION AGREEMENT THIS SALARY CONTINUATION AGREEMENT (“AGREEMENT”) is entered into effective as of the 1st day of January, 2018 (the “EFFECTIVE DATE”), by and between THE DELAWARE NATIONAL BANK OF DELHI, a national bank located in Delhi, New York (the “BANK”) and a wholly-owned subsidiary of Delhi Bank Corp., a New York corporation (the “

April 8, 2019 1-A-W

DWNX / Delhi Bank Corp. WITHDRAWAL OF OFFERING STATEMENT UNDER REGULATION A.

1-A-W 1 f1aw040319delhibankcorp.htm WITHDRAWAL OF OFFERING STATEMENT UNDER REGULATION A. 124 Main St ∙ PO Box 508 Delhi, New York 13753 (855) 413 - 3544 April 8, 2019 VIA EDGAR U.S. Securities and Exchange Commission 100 F Street, NE Washington, DC 20549 Re: Delhi Bank Corp. Request for Withdrawal Amendment to Form 1-A File No. 024-10058 Ladies and Gentlemen: Pursuant to Rule 259 promulgated under

March 19, 2019 EX1A-11 CONSENT

Consent of Baker Tilly Virchow Krause, LLP

Exhibit 11.1 Consent We hereby consent to the inclusion of our report dated March 19, 2019 relating to the consolidated financial statements of Delhi Bank Corp. and Subsidiary as of December 31, 2018 and 2017 and for the years then ended, included in Amendment No. 18 to the Offering Statement on Form 1-A dated March 19, 2019 filed with the U.S. Securities and Exchange Commission. /s/ Baker Tilly V

March 19, 2019 EX1A-12 OPN CNSL

Consent of Squire Patton Boggs (US) LLP (included in Exhibit 12.1)

Exhibit 12.1 Squire Patton Boggs (US) LLP 2550 M Street, NW Washington, DC 20037 Office: +1.202.457.6000 Fax: +1.202.457.6315 March 19, 2019 Board of Directors Delhi Bank Corp. 124 Main Street Delhi, New York 13753 Re: Delhi Bank Corp. Post-effective Amendment No. 18 to the Offering Statement on Form 1-A/A Ladies and Gentlemen: You have requested our opinion as special counsel for Delhi Bank Corp.

March 19, 2019 PART II AND III

DWNX / Delhi Bank Corp. OFFERING CIRCULAR

OFFERING CIRCULAR DELHI BANK CORP. TIER 1 OFFERING 124 Main Street 149,196 Shares of Common Stock Delhi, New York 13753 (855) 413-3544 We are offering to our stockholders residing in the State of New York and certain other jurisdictions shares of our common stock through participation in a Dividend Reinvestment and Optional Cash Purchase Plan (the “Plan”). We are authorized to issue up to 393,750

March 15, 2018 EX1A-6 MAT CTRCT

Salary Continuation Agreement by and between The Delaware National Bank of Delhi and Peter V. Gioffe dated as of January 1, 2018

Exhibit 6.3 THE DELAWARE NATIONAL BANK OF DELHI SALARY CONTINUATION AGREEMENT THIS SALARY CONTINUATION AGREEMENT (“AGREEMENT”) is entered into effective as of the 1st day of January, 2018 (the “EFFECTIVE DATE”), by and between THE DELAWARE NATIONAL BANK OF DELHI, a national bank located in Delhi, New York (the “BANK”) and a wholly-owned subsidiary of Delhi Bank Corp., a New York corporation (the “

March 15, 2018 EX1A-6 MAT CTRCT

Amended and Restated Salary Continuation Agreement by and between The Delaware National Bank of Delhi and Gretchen E. Rossley dated as of January 1, 2018

Exhibit 6.5 THE DELAWARE NATIONAL BANK OF DELHI SALARY CONTINUATION AGREEMENT THIS AMENDED AND RESTATED AGREEMENT (“AGREEMENT”) is entered into effective as of the 1st day of January 2018 (the “EFFECTIVE DATE”), by and between THE DELAWARE NATIONAL BANK OF DELHI, a national bank located in Delhi, New York (the “BANK”) and a wholly-owned subsidiary of Delhi Bank Corp., a New York corporation (the “

March 15, 2018 EX1A-6 MAT CTRCT

Salary Continuation Agreement by and between The Delaware National Bank of Delhi and Yvonne Haynes dated as of January 1, 2018

Exhibit 6.8 THE DELAWARE NATIONAL BANK OF DELHI SALARY CONTINUATION AGREEMENT THIS SALARY CONTINUATION AGREEMENT (“AGREEMENT”) is entered into effective as of the 1st day of January, 2018 (the “EFFECTIVE DATE”), by and between THE DELAWARE NATIONAL BANK OF DELHI, a national bank located in Delhi, New York (the “BANK”) and a wholly-owned subsidiary of Delhi Bank Corp., a New York corporation (the “

March 15, 2018 EX1A-2B BYLAWS

Bylaws of Delhi Bank Corp.

Exhibit 2.2 AMENDED AND RESTATED BYLAWS OF DELHI BANK CORP. INDEX TO BYLAWS OF DELHI BANK CORP. ARTICLE I – MEETINGS OF SHAREHOLDERS Section 101. Place of Meetings Section 102. Annual Meetings Section 103. Special Meetings Section 104. Conduct of Shareholders’ Meetings ARTICLE II – DIRECTORS AND BOARD MEETINGS Section 201. Management by Board of Directors Section 202. Nomination for Directors Sect

March 15, 2018 EX1A-6 MAT CTRCT

Salary Continuation Agreement by and between The Delaware National Bank of Delhi and Robin Hultenius dated as of January 1, 2018

Exhibit 6.9 THE DELAWARE NATIONAL BANK OF DELHI SALARY CONTINUATION AGREEMENT THIS SALARY CONTINUATION AGREEMENT (“AGREEMENT”) is entered into effective as of the 1st day of January, 2018 (the “EFFECTIVE DATE”), by and between THE DELAWARE NATIONAL BANK OF DELHI, a national bank located in Delhi, New York (the “BANK”) and a wholly-owned subsidiary of Delhi Bank Corp., a New York corporation (the “

March 15, 2018 EX1A-12 OPN CNSL

Consent of Squire Patton Boggs (US) LLP (included in Exhibit 12.1)

Exhibit 12.1 Squire Patton Boggs (US) LLP 2550 M Street, NW Washington, DC 20037 Office: +1.202.457.6000 Fax: +1.202.457.6315 March 15, 2018 Board of Directors Delhi Bank Corp. 124 Main Street Delhi, New York 13753 Re: Delhi Bank Corp. Post-effective Amendment No. 17 to the Offering Statement on Form 1-A/A Ladies and Gentlemen: You have requested our opinion as special counsel for Delhi Bank Corp.

March 15, 2018 EX1A-11 CONSENT

Consent of Baker Tilly Virchow Krause, LLP

Exhibit 11.1 Consent We hereby consent to the inclusion of our report dated March 15, 2018 relating to the consolidated financial statements of Delhi Bank Corp. and Subsidiary as of December 31, 2017 and 2016 and for the years then ended, included in Amendment No. 17 to the Offering Statement on Form 1-A dated March 15, 2018 filed with the U.S. Securities and Exchange Commission. /s/ Baker Tilly V

March 15, 2018 EX1A-6 MAT CTRCT

Amendment to Salary Continuation Agreement by and between The Delaware National Bank of Delhi and Robert W. Armstrong dated as of April 16, 2014

Exhibit 6.2 Amendment to Delaware National Bank of Delhi Salary Continuation Agreement WHEREAS, Delaware National Bank of Delhi (the “Bank”) and Robert W. Armstrong (the “Executive”) have previously entered into a Salary Continuation Agreement (the “SCA”) dated March 16, 2005; WHEREAS, the Bank and the Executive have agreed that certain changes to the benefit formula under the SCA are necessary an

March 15, 2018 PART II AND III

DWNX / Delhi Bank Corp. PRELIMINARY OFFERING CIRCULAR

OFFERING CIRCULAR DELHI BANK CORP. TIER 1 OFFERING 124 Main Street 170,815 Shares of Common Stock Delhi, New York 13753 (855) 413-3544 We are offering to our stockholders residing in the State of New York and certain other states shares of our common stock through participation in a Dividend Reinvestment and Optional Cash Purchase Plan (the “Plan”). We are authorized to issue up to 393,750 shares

March 15, 2018 EX1A-6 MAT CTRCT

Amended and Restated Salary Continuation Agreement by and between The Delaware National Bank of Delhi and Deirdre A. Hillis dated as of January 1, 2018

Exhibit 6.6 THE DELAWARE NATIONAL BANK OF DELHI SALARY CONTINUATION AGREEMENT THIS AMENDED AND RESTATED AGREEMENT (“AGREEMENT”) is entered into effective as of the 1st day of January 2018 (the “EFFECTIVE DATE”), by and between THE DELAWARE NATIONAL BANK OF DELHI, a national bank located in Delhi, New York (the “BANK”) and a wholly-owned subsidiary of Delhi Bank Corp., a New York corporation (the “

March 15, 2018 EX1A-2A CHARTER

Charter of Delhi Bank Corp.

Exhibit 2.1 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17

March 15, 2018 EX1A-6 MAT CTRCT

Amended and Restated Salary Continuation Agreement by and between The Delaware National Bank of Delhi and Bryan R. Boyer dated as of January 1, 2018

Exhibit 6.7 THE DELAWARE NATIONAL BANK OF DELHI SALARY CONTINUATION AGREEMENT THIS AMENDED AND RESTATED AGREEMENT (“AGREEMENT”) is entered into effective as of the 1st day of January 2018 (the “EFFECTIVE DATE”), by and between THE DELAWARE NATIONAL BANK OF DELHI, a national bank located in Delhi, New York (the “BANK”) and a wholly-owned subsidiary of Delhi Bank Corp., a New York corporation (the “

March 16, 2017 EX1A-11 CONSENT

Consent

Exhibit 11.1 Consent We hereby consent to the inclusion of our report dated March 16, 2017 relating to the consolidated financial statements of Delhi Bank Corp. and Subsidiary as of December 31, 2016 and 2015 and for the years then ended, included in Amendment No. 16 to the Offering Statement on Form 1-A dated March 16, 2017 filed with the Securities and Exchange Commission. Wilkes-Barre, Pennsylv

March 16, 2017 EX1A-6 MAT CTRCT

DELAWARE NATIONAL BANK OF DELHI AMENDED AND RESTATED SALARY CONTINUATION AGREEMENT

Exhibit 6.2 DELAWARE NATIONAL BANK OF DELHI AMENDED AND RESTATED SALARY CONTINUATION AGREEMENT THIS AMENDED AND RESTATED AGREEMENT is adopted this 25th day of May, 2016, by and between THE DELAWARE NATIONAL BANK OF DELHI, a national bank located in Delhi, New York (the ?BANK?), and PETER V. GIOFFE (the ?EXECUTIVE?). INTRODUCTION To encourage the Executive to remain an employee of the Bank, the Ban

March 16, 2017 EX1A-12 OPN CNSL

Squire Patton Boggs (US) LLP

Exhibit 12.1 Squire Patton Boggs (US) LLP 2550 M Street, NW Washington, DC 20037 Office: +1.202.457.6000 Fax: +1.202.457.6315 March 16, 2017 Board of Directors Delhi Bank Corp. 124 Main Street Delhi, New York 13753 Re: Delhi Bank Corp. Post-effective Amendment No. 16 to the Offering Statement on Form 1-A/A Ladies and Gentlemen: You have requested our opinion as special counsel for Delhi Bank Corp.

March 16, 2017 PART II AND III

Proceeds to Issuer (2)(3)(4)

OFFERING CIRCULAR DELHI BANK CORP. TIER 1 OFFERING 124 Main Street 191,281 Shares of Common Stock Delhi, New York 13753 (855) 413-3544 We are offering to our stockholders residing in the State of New York and certain other states shares of our common stock through participation in a Dividend Reinvestment and Optional Cash Purchase Plan (the “Plan”). We are authorized to issue up to 393,750 shares

March 16, 2016 EX1A-11 CONSENT

Consent of Baker Tilly Virchow Krause, LLP

Exhibit 11.1 Consent of Baker Tilly Virchow Krause, LLP CONSENT We hereby consent to the inclusion of our report dated March 16, 2016, relating to the consolidated financial statements of Delhi Bank Corp. and Subsidiary as of December 31, 2015 and 2014 and for the years then ended, included in Amendment No. 15 to the Offering Statement on Form 1-A dated March 16, 2016 filed with the Securities and

March 16, 2016 PART II AND III

This Offering Circular follows the Form 1-A disclosure format. The date of this offering circular is March 16, 2016. Table of Contents

OFFERING CIRCULAR DELHI BANK CORP. TIER 1 OFFERING 124 Main Street 212,012 Shares of Common Stock Delhi, New York 13753 (855) 413-3544 We are offering to our stockholders residing in the State of New York and certain other states shares of our common stock through participation in a Dividend Reinvestment and Optional Cash Purchase Plan (the “Plan”). We are authorized to issue up to 393,750 shares

March 16, 2016 EX1A-11 CONSENT

Consent of Kilpatrick Townsend & Stockton LLP

Exhibit 11.2 Consent of Kilpatrick Townsend & Stockton LLP CONSENT We hereby consent to the references to this firm and our opinion in, and the inclusion of our opinion as an exhibit to the Offering Statement on Form 1-A filed by Delhi Bank Corp. (the “Company”), and all amendments thereto, relating to the Dividend Reinvestment and Optional Cash Purchase Plan through which the Company is offering

March 16, 2016 EX1A-6 MAT CTRCT

DELAWARE NATIONAL BANK OF DELHI SALARY CONTINUATION AGREEMENT

Exhibit 6.3 DELAWARE NATIONAL BANK OF DELHI SALARY CONTINUATION AGREEMENT THIS AGREEMENT is adopted this 29th day of DECEMBER 2009, by and between THE DELAWARE NATIONAL BANK OF DELHI, a national bank located in Delhi, New York (the “BANK”), and GRETCHEN E. ROSSLEY (the “EXECUTIVE”). INTRODUCTION To encourage the Executive to remain an employee of the Bank, the Bank is willing to provide salary con

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