- Modify credit union governance provisions related to supervisory committees and special membership meetings, and
- Modify low-income credit union designations and secondary accounts.
In summary, the bill includes:
The supervisory committee must:
- perform or arrange for additional audits as requested by the board of directors, management, or as deemed necessary by the supervisory committee;
- share audit finding with the board of directors when the supervisory committee deems appropriate;
- monitor the management’s responses to material adverse findings in audits or regulatory examinations;
- implement a process for receiving and responding to whistleblower complaints;
- retain, at the credit union’s expense, independent counsel or other professional advisors or consultants as necessary to perform the supervisory committee’s required duties; and
- perform any additional duties as assigned by the board of directors or contained in the bylaws.
The supervisory committee is no longer required to meet quarterly.
Members of the credit union may remove a supervisory committee member at a special membership meeting called for that purpose under the guidelines identified. At the same meeting a supervisory committee member is removed a replacement supervisory committee member may be elected as an interim member to complete the removed member’s term.
At least one supervisory committee member may attend each regular board of directors meeting.
A credit union may establish an audit committee in lieu of a supervisory committee. An audit committee and its members have the same duties and powers, and are subject to the same limitations, as a supervisory committee.
Special Membership Meeting
Requests for a special membership meeting must be made in writing to the secretary of the credit union and must state the specific purpose of the meeting. At the meeting only the agenda items specified in the notice may be considered.
Low Income Credit Unions
Low income credit unions are no longer required to submit a marketing plan and an annual report to the DFI. Specific requirements for secondary capital account (accounts over $100,000, nontransactional, owned by a non-natural person, and subordinate to other creditors) are removed.
The fiduciary duty for directors and officers is modified to include all credit union officials. The definition of “membership share” is removed and language throughout the bill is modified to conform with this change.