CASH 2018 Special Proxy Statement

EXPERTS The consolidated financial statements of Meta Financial Group, Inc. as of September 30, 2017 and 2016, and for each of the years in the three-year period ended September 30, 2017, and Meta management’s assessment of the effectiveness of internal control over financial reporting as of September 30, 2017, which are included in Meta’s Annual Report on Form 10-K for the fiscal year ended September 30, 2017, have been incorporated by reference herein in reliance upon the reports of KPMG LLP, an independent registered public accounting firm, incorporated by reference herein, and upon the authority of said firm as experts in accounting and auditing. The consolidated financial statements of Crestmark Bancorp, Inc. as of December 31, 2017 and 2016, and for each of the years in the three-year period ended December 31, 2017 have been audited by Crowe Horwath LLP, independent auditor, as stated in its report thereon and included in the registration statement of which this joint proxy statement/prospectus is a part in reliance upon such report and upon the authority of said firm as experts in accounting and auditing. OTHER MATTERS As of the date of this joint proxy statement/prospectus, neither Meta’s nor Crestmark’s board of directors knows of any matter that will be presented for consideration at their respective special meetings other than as described in this joint proxy statement/prospectus. If any other matters properly come before the Meta special meeting or the Crestmark special meeting, or any adjournments or postponements thereof, and are voted upon, the enclosed proxies will be deemed to confer discretionary authority on the individuals that they name as proxies to vote the shares represented by those proxies as to any of these matters. The individuals named as proxies intend to vote in accordance with their judgment. 144