Federal credit union boards may continue to meet virtually, extending pandemic bylaw provision adopted in 2020

Flexibility for board meetings originally extended to federal credit unions during the height of the coronavirus crisis will be extended in the new year, the institutions’ regulator said Monday.

In Letter to Credit Unions (LTCU) 21-FCU-06, the National Credit Union Administration (NCUA) said a federal credit union (FCU) as allowed for in March of last year, may adopt at any time by a two-thirds vote of its board of directors a bylaw amendment allowing the board to meet virtually. The provision was approved by the agency in response to person-to-person limits on meetings during the coronavirus crisis.

The bylaw amendment would have to be made to Article IV of FCU bylaws. More specifically, the NCUA wrote, the bylaw change would allow an emergency exception to in-person meetings to be held virtually and without an in-person quorum for annual meeting of the members, the required in-person regular meeting of the board of directors under Article VI, and special member meetings for authorized purposes other than member expulsion under Article XIV of the bylaws. The amendment must be adopted by the majority of a quorum of the board of directors, the NCUA wrote.

Some conditions do apply. Those include that the credit union has the technological capacity to facilitate virtual meeting attendance, voting, and participation; and that members receive at least seven days’ advance notice of the change of a member meeting to a virtual meeting format and “appropriate instructions for how to join, participate, and vote during the virtual meeting,” NCUA wrote.

“The NCUA hereby notifies all federal credit unions that, if they have adopted this bylaw amendment, it is appropriate to invoke its provisions at any point in 2022 for meetings occurring in that year if a majority of the board of directors so resolves for each such meeting,” the NCUA wrote. “General quorum requirements must still be met for all-virtual meetings.”

The letter also notes that members must still be apprised of member meetings, but that may be done so by electronic means for those who have opted to receive notice in that way; “as such, a paper mailing is not required for all members, only those members who have not opted to receive electronic statements and notices,” NCUA wrote.

Federal Credit Union Meeting Flexibility in 2022 Due to the COVID-19 Pandemic

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