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Conference 7.286::dcu

Title:	DCU
Notice:	1996 BoD Election results in 1004
Moderator:	CPEEDY::BRADLEY

Created:	Sat Feb 07 1987
Last Modified:	Fri Jun 06 1997
Last Successful Update:	Fri Jun 06 1997
Number of topics:	1041
Total number of notes:	18759

858.0. "Is there a method to replace the SC?" by TOOK::DELBALSO (I (spade) my (dog face)) Sat Aug 06 1994 10:09

Is there a provision within the DEFCU bylaws which allows for, or defines
a process for, removal of the Superviory Committee? If not, could such a
provision be voted into the bylaws by the membership or via some other
means? Also, would it be possible to ammend the bylaws to require that
nominees to the Supervisory committee by the board be approved by general
ballot by the membership?

-Jack

T.R	Title	User	Personal Name	Date	Lines
858.1		ICANDO::BADGER	Can DO!	`Tue Aug 09 1994 08:49`	10
	In these days of quit times, litagation threats, action against employees, one wonders what, if anything can be talked about. I offer as an exercise for the reader, the task of picking up the new campain packet being distributed by the DCU in its branches. I would then ask the reader if they thought the actions of the SC were justified. I ask the reader to read all the literature and see if the new rules were applied equally as expressed in the introduction.
858.2	Again - Can they be replaced? Does anyone know?	TOOK::DELBALSO	I (spade) my (dog face)	`Mon Aug 22 1994 23:57`	11
	I'd like to reiterate my query in the base note- Does anyone know, or know of anyone who knows, what the provisions might be in the DEFCU bylaws for replacement of the Supervisory Committee? I do not pretend to be well enough versed in the interpretation of Legalise in order to determine what the bylaws allow for, hence I request advice on this. Thanks, -Jack
858.3		ROWLET::AINSLEY	Less than 150 kts. is TOO slow!	`Tue Aug 23 1994 08:46`	8
	Jack, As far as I know, the SC is appointed by the BoD. Sort of like the fox watching the hens. As far as provisions for replacing them, I don't know. Bob
858.4	lets do it at the upcoming meeting...	SWAMPD::ZIMMERMANN	I'm a DECer, not a DECie	`Sat Aug 27 1994 17:01`	13
	In the 'spirit of calling a special meeting' to address issues like this, since a 'meeting' will be held soon to announce the BoD election outcome, do we as members, have the opportunity to put certain issues, like replacement of the SC, on the agenda. Anyone have a clue? True, if 3Gs win, replacement MAY not be necessary, but since a meeting is being held, since we can't be sure of the outcome of the election, and since we can't be sure what might happen with the SC if 3Gs do win, might not it be prudent to be prepared to force the will of the membership. Mark
858.5		WLDBIL::KILGORE	DCU 3Gs -- fired but not forgotten	`Mon Aug 29 1994 12:33`	113
	Exerpts from the DCU bylaws (note 3.*) pertaining to the selection, removal and duties of the Supervisory Committee are attached. As far as I can see, the key is still in electing reasonable directors. Of course, assuming one possible scenario for the outcome of this election, and given that "new business" is now appropriate at the annual members' meeting (didn't that change after the '92 election?), it would seem appropriate to move, second and vote on a formal request to the new Board to replace the Supervisory Committee at the first regular meeting of the Board after the annual members' meeting. ----------------- Article VII. Board of Directors ... Section 3. Any vacancy on the board, credit committee, or supervisory committee shall be filled by vote of a majority of the directors then holding office... Members of the supervisory committee so appointed shall hold office until the first regular meeting of the board following the next annual meeting of members at which the regular term expires and until the appointment and qualification of their successors. ... Section 8. Any member of the supervisory committee may be suspended by a majority vote of the board of directors. The members of this credit union shall decide, at a special meeting held not fewer than 7 nor more than 14 days after any such suspension, whether the suspended committee member shall be removed from or restored to the supervisory committee. ... Article X. Supervisory Committee Section 1. The supervisory committee shall be appointed by the board from among the members of this credit union, one of whom may be a director other than the financial officer. The board shall determine the number of members on the committee, which shall not be fewer than 3 nor more than the maximum number permitted by the Act. No member of the credit committee or any employee of this credit union may be appointed to the committee. Regular terms of committee members shall be for periods of 1, 2, or 3 years as the board shall determine: Provided, however, That all regular terms shall be for the same number of years and until the appointment and qualification of successors. The regular terms shall expire at the first regular meeting of the board following each annual meeting. Section 2. The supervisory committee members shall choose from among their number a chairman and a secretary. The secretary of the supervisory committee shall prepare, maintain, and have custody of full and correct records of all actions taken by it. The offices of chairman and secretary may be held by the same person. Section 3. The supervisory committee shall make, or cause to be made, such audits, and to prepare and submit such written reports, as are required by the Act and regulations. The committee may employ and use such clerical and auditing assistance as may be required to carry out its responsibilities prescribed by this article, and may request the board to provide compensation for such assistance. It shall prepare and forward to the Administration such reports as may be required. Section 4. The supervisory committee shall from time to time and not less frequently than as required by the Act and regulations, cause the passbooks and accounts of all members to be verified with the records of the financial officer. The committee shall maintain a record of such verification. Section 5. By unanimous vote, the supervisory committee may suspend, until the next meeting of the members, any director, executive officer or member of the credit committee. Prior to such suspension the supervisory committee shall notify the official of the proposed suspension action and within 7 days after said notice give the official the opportunity to meet with the supervisory committee to be heard. In the event of any such suspension, the supervisory committee shall call a special meeting of the members to act on said suspension which meeting shall be held not fewer than 7 nor more than 14 days after such suspension. The chairman of the committee shall act as chairman of the meeting unless the members select another person to act as chairman. Section 6. By the affirmative vote of a majority of its members, the supervisory committee may call a special meeting of the members to consider any violation of the provisions of the Act, the regulations, or of the charter or the bylaws of this credit union, or to consider any practice of this credit union which the committee deems to be unsafe or unauthorized. The supervisory committee chairman shall give notice to the board of directors prior to the calling of the special meeting of the members. Upon receipt of such notice the board shall arrange to meet with the supervisory committee prior to or at the next regular board meeting to discuss the matters of concern. If agreement for settlement on any of the matters of concern cannot be reached, the supervisory committee may proceed with the calling of the special meeting of the members.