Leadership

The Chairperson assures the integrity of the Board’s processes. The Chairperson is responsible for ensuring the Board behaves consistently with the mission of the Credit Union, the Bylaws, the strategic plan, the Board’s policies, rules, and guidelines, and those imposed by law and good governance practices. This includes:

• Calls and leads meetings of the Board, works with the Chief Executive Officer to set an agenda, and presides over the meetings to ensure that all Directors can be heard and participate in the decision-making;
• Meeting content and discussions take place on those topics and issues which, according to Board governance policy, are clearly the Board’s to monitor or direct;
• Topics or information that is neither for monitoring results/performance nor for Board decisions will be minimized and noted as such;
• Discussions and deliberation are interactive, open, fair, and thorough, as well as timely, orderly, and kept to the point;
• Takes a leadership role in the Board’s strategic and generative thinking to ensure a futuristic view of the Credit Union’s vision; and
• Board decisions and direction are communicated through the Chairperson to the Chief Executive Officer to ensure one cohesive voice.

The Chairperson is authorized to make any reasonable interpretation of the Board’s policies, rules, and guidelines. Specifically:

• The Chairperson is empowered to chair Board and Membership meetings with all commonly accepted authority of that position and is the Board representative while conducting official business with the Chief Executive Officer.
• The Chairperson may be a representative of the Board to outside parties by announcing Board-approved positions and communicating the Chairperson’s decisions and interpretations within the areas delegated to the Chairperson.
• The Chairperson may delegate his/her authority but remains responsible and accountable for its use.

In ensuring the Board process is executed effectively, the Chairperson also has the authority and responsibility to:

• Preside over Board meetings and the Annual Membership Meeting;
• Govern the activities of the various Board committees, including appointing appropriate committee members and chairs and Board Liaisons; chair the Executive Committee and serve on the Corporate Governance Committee;
• Serve as the principle liaison between the Board and the Chief Executive Officer;
• Assume ultimate responsibility for the integrity of the Credit Union’s finances, working with appropriate Directors and committees to oversee the budget of the Credit Union and ensure adequate resources; and
• Ensure that the Board’s directives are implemented and monitored.

Qualifications:
• Strong knowledge of the Credit Union’s mission, Bylaws, strategic plan, and Board policies
• Demonstrated commitment to exceptional Board governance
• Understanding of the financial services industry
• Experience in facilitating, moderating, and encouraging open communication and in-depth discussion
• Ability to devote adequate time to Board responsibilities

Qualifications:
• Strong understanding of the Credit Union’s mission and the Board’s governance role
• Experience in facilitating, moderating and encouraging open communication and in-depth discussion
• Willingness to assume the role of Board Chairperson when necessary
• Ability to devote adequate time to assisting the Board Chairperson, as necessary

In discharging his/her duties, the Secretary works closely with the Corporate Secretary and the Chief Executive Officer’s Executive Assistant to whom the Secretary has delegated the following secretarial responsibilities:

• Provide the Membership (e.g., Annual Membership Meeting) and Directors (e.g., regular and special Board meetings) with required meeting notices;
• Prepare agendas with the Chairperson and the Chief Executive Officer;
• Take minutes at Membership and Board meetings and keep a record of Supervisory Committee reports;
• File and preserve with the corporate records of the Credit Union all minutes and reports of the Board;
• Acquire necessary signatures on all official documents; and
• Provide guidance on proper meeting procedures.

The Secretary confirms the above-delegated secretarial responsibilities are conducted in a timely manner and in accordance with Board guidelines, procedures, and practices and/or directives of the Board Chairperson, Chief Executive Officer, and/or Corporate Governance Committee.

In this respect, the Secretary reviews and approves draft meeting minutes for content, completeness, and adherence to any established minute-taking guidelines prior to presentation to the Board and signs the approved meeting minutes after they have been approved by the Board.

The Secretary must be prepared to assume the leadership role when the Chairperson and Vice-Chairperson are unavailable.

Qualifications:
• Familiarity with Board guidelines, procedures, and practices
• Organized, keen attention to detail

The Treasurer reviews the Credit Union’s draft annual budget prior to presentation to the Board of Directors. The Treasurer also reviews the annual financial statement audit results and corporate tax forms and oversees and/or participates in the presentation of this material to the Board.

Qualifications:
• Understanding of all financial concepts and thoroughly familiar with the details of the financial statements
• Ability and willingness to work with the Board Liaison to the Asset Liability Committee, EVP Chief Financial Officer, controller, and auditors, as necessary