Nominations & Elections Package - 2021 Board of Directors - Interior Savings Credit ...
←
→
Page content transcription
If your browser does not render page correctly, please read the page content below
2021 Board of Directors
Nominations
&
Elections PackageInterior Savings was incorporated in 1937 and is the largest credit union in the interior of British Columbia with 21 branches, 16 insurance offices and 2 specialized Commercial Service Centres. We’re proudly a co- operative where our customers are our members, our members are our owners and our success begins and ends with them. Our job is to be there with the right financial supports so our members can succeed – in whatever way they may define success for themselves and their families. It’s also our job to be a community champion and give back to help our communities thrive. When community is at the heart of everything that you do, day-to-day business becomes so much more: an account with us supports a neighbour’s mortgage, a loan to a business down the street, insurance for a nearby family’s future, bursaries for youth at the local school, a sponsorship, a community centre, and many more local causes, events and programs. Our success is our members’ success and we owe it all to them! Inside this package you will find information that will clarify the qualification criteria for candidates and expectations of Board members in their role of governing Interior Savings. You will also find everything you need to complete the nomination process. The Board is responsible for overseeing the following: appointing and evaluating the President and CEO; liquidity, funding and capital management; Corporate Strategic Plan; financial statements and budgets; Corporate governance; and succession planning. The Board of Directors consists of 12 Directors, each elected by the membership for a 3-year term. The maximum number of years a Director may serve is 12 years (4 terms). In 2021, there are 4 positions up for election. Please note that nomination packages must be received no later than November 16, 2020 – 4:00 pm. We thank you for your interest in seeking nomination to the Interior Savings Credit Union’s Board of Directors. Additional information about the credit union can be found on the following links: https://www.interiorsavings.com/ https://www.interiorsavings.com/about-us/governance Nominations & Elections Committee Interior Savings Credit Union
Table of Contents
Contents
Nominations & Elections Process ...................................................................................... 1
Election Procedures .......................................................................................................... 1
Timing ............................................................................................................................... 2
Nominations Deadline ....................................................................................................... 2
Director Eligibility Requirements & Responsibilities .......................................................... 3
Personal Characteristics ............................................................................................. 4
2021 Desired Candidate Competencies ............................................................................ 4
Information for Board Candidates ..................................................................................... 5
Meeting Attendance and Preparation ........................................................................ 5
Time Commitment ..................................................................................................... 5
Remuneration ............................................................................................................ 5
Learning & Development............................................................................................ 5
Candidate Statement, Photograph & Video Recommendation .......................................... 6
Background Checks ........................................................................................................... 6
Election Campaign Policy................................................................................................... 7
Deadline & Submission Checklist ....................................................................................... 9
Forms (to be completed and included as part of your Nominations & Elections package)
• Candidate Application Form
• Nomination Form
• Nominee Acceptance
• Consent to Act as a Director
• Code of Conduct and Conflict of Interest
• Regulatory Requirements
➢ Consent to Conduct Background Checks
➢ BCFSA - Personal Information Return
➢ Stabilization Central Credit Union – Master Bond Program ApplicationNominations & Election Process
Upon receiving direction from the Governance & Conduct Review Committee, the Nominations &
Elections Committee is responsible for overseeing the annual Board of Director elections. They are to
ensure members are fully informed about the election process; evaluate candidates in order to ensure
they meet the minimum qualifications; and identify and recommend candidates to fill vacancies. Please
note that any member nominated by three members in good standing can seek election regardless of
their skillset (see Eligibility requirements on page 3).
The 2020 Nominations & Elections Package contains information on the eligibility requirements, roles and
responsibilities required of Directors as well as the process for submitting your nomination documents.
Candidates are encouraged to familiarize themselves with the Interior Savings Credit Union Rules –
(https://www.interiorsavings.com/about-us/governance/corporate-reports).
Candidates should carefully review the Board of Directors Requirements & Responsibilities and the
Desired Candidate Competencies. Candidates will be interviewed by the Nominations & Elections
Committee. During the interview, candidates will be evaluated based upon their backgrounds, skills and
experience. Based on this, candidates may or may not be recommended to the membership. If the
candidate is recommended, this will be indicated in the election materials. If candidates are not
recommended, they may continue to stand for election or choose to withdraw their name. In order to
be considered as a “recommended” candidate, you are required to participate in the interview.
Potential candidates for membership on the Board will not be denied consideration by reason of race,
colour, ancestry, place of origin, marital status, family status, age (provided the candidate is over 19
years of age), sex or sexual orientation, or religion, nor will any candidate be selected solely for such
reason.
Election Procedures
If the number of qualified nominees is less than or equal to the number of offices to be filled, the
validated nominees shall be declared elected by acclamation.
If the number of qualified nominees exceeds the number of offices to be filled, an election will be held.
The voting package will include biographies, statements, photographs, telephone numbers and email
addresses where members can contact the nominee. This information will be available on an election
website or printed copies can be picked up at a branch.
Voting will take place by electronic and mail ballot.
Incorporated businesses and non-profit associations will be required to vote by mail ballot. An individual
is to be appointed to vote on behalf of the business or non-profit association.
Page|1Timing
Activity Dates
Call for Nominations October 21
Deadline to submit nomination documents November 16
Candidate interviews November 23-25
Voting packages with candidate information distributed to members, March 2
electronic & mail-in voting starts
Deadline for return of ballots and end of voting period April 6
Votes tabulated and nominees contacted April 8
Annual General Meeting April 27
Nominations Deadline
All nomination packages must be received by the Interior Savings Credit Union no later than Monday,
November 16, 2020 - 4:00 p.m.
After reviewing the Nominations & Elections Package, if you have any questions or concerns about the
nominations and elections process, please contact either:
Gene Creelman
Chris Schwark
Senior Vice-President, Member
Assistant Corporate Secretary
& Community Engagement
P: 250.869.8209
P: 250.869.8243
E: cschwark@interiorsavings.com
E: gcreelman@interiorsavings.com
Page|2Director Eligibility Requirements & Responsibilities
Eligibility
To become a member of the Interior Savings Credit Union’s Board of Directors, you must meet the
following eligibility requirements:
• Be 19 years of age or older.
• Have been a member for at least 12 months as of the closing date of nominations.
• Be a member in good standing. A member in good standing is a person who:
➢ Maintains a minimum of 5 Membership Equity Shares ($1.00/share).
➢ Is not more than 30 days in arrears in any obligation to the Credit Union.
➢ Maintains at least one account that has had activity anytime in the 18 months prior to the
date on which good standing is determined.
You are not eligible to be a Board member if you:
• Are an employee or an immediate family member of an employee of the Credit Union.
• Are an owner, partner, employee or Director of any business or organization that is in the same or
similar business as or in competition with the Credit Union.
• Have been found by a court to be incapable of managing your affairs.
• Have an undischarged bankruptcy.
• Other standard requirements under the:
➢ Credit Union Incorporation Act
https://www.bclaws.ca/civix/document/id/complete/statreg/00_96082_01
➢ Financial Administration Act
https://www.bclaws.ca/civix/document/id/complete/statreg/96138_01
➢ Company Act
https://www.bclaws.ca/civix/document/id/93consol17/93consol17/312735670
Responsibilities
Directors of Interior Savings perform a vital role and have both legal and ethical responsibilities. The
Board is the main decision-making body and is responsible for overseeing the Credit Union operations in
accordance with statutory requirements. The Board also acts in a fiduciary relationship to the Credit
Union and must act with good faith toward the Credit Union and all members.
Directors have a great deal of responsibility and accountability. They have authority only jointly with
other Directors through the actions of the Board. They have a duty to be informed, act with care,
diligence and skill, and to conduct Credit Union affairs with honesty and in good faith. While the Board
exercises all powers of the Credit Union to ensure efficient operations, the Board delegates the
management of business affairs to employees of the Credit Union.
Directors of Interior Savings Credit Union are expected to bring to the Board a broad range of
knowledge, skills and experience including:
• Knowledge and depth of experience in business matters.
• Ability to deal with business, financial and corporate issues.
• An understanding of the values of the Credit Union and the trade areas and communities it serves.
Page|3Directors have a duty to be fully informed regarding their responsibilities and liabilities as a Director
prior to a commitment to service and be willing to undertake appropriate training and development as
may be required or available from time-to-time to members of the Board.
Directors should also be familiar with:
• Interior Savings Rules (https://www.interiorsavings.com/about-us/governance/corporate-reports)
• Interior Savings Purpose (https://www.interiorsavings.com/about-us/governance/our-way-forward)
• Financial Institutions Act (https://www.bclaws.ca/civix/document/id/complete/statreg/96141_01)
• Credit Union Incorporation Act
(https://www.bclaws.ca/civix/document/id/complete/statreg/00_96082_01)
• Company Act (https://www.bclaws.ca/civix/document/id/93consol17/93consol17/312735670)
• Business Corporation Act (https://www.bclaws.ca/civix/document/id/complete/statreg/02057_00)
They may also want to become familiar with policies and information about Central 1
(https://www.central1.com/) and the Canadian Credit Union Association (CCUA) (https://ccua.com/) as
well as review current affairs and market information that may affect the Credit Union.
Personal Characteristics
Directors of Interior Savings Credit Union need to have the following skills and characteristics:
• You are able to understand complex and detailed financial statements and assess business
performance.
• You are committed to on-going education.
• You have been a Credit Union member for some time and understand the industry.
• You are able to work in a team environment.
• You have been on, or are involved in, community organizations or service clubs.
• You are comfortable with using computers and electronic communication.
2021 Desired Candidate Competencies
Any member in good standing can seek nomination to the Board of Directors. Candidates should exhibit
a commitment to co-operative values. For 2021, the Board of Directors is seeking candidates with skills,
background, and experience in any of the following areas:
• Financial Accounting & Audit – seeking candidates with a strong financial background. Would
include a qualified accounting background (CA, CGA, CMA, CPA) and those who have a strong
understanding of the financial underpinnings of an organization - statements, etc.
• Wealth Management – our subsidiaries offer other financial services such as financial planning
and insurance. Knowledge of these market sectors with ability to comment and lead discussions
regarding the different types of investment products and protection offered.
• Insurance Services – exceptional knowledge of personal and commercial general insurance
products and services.
Candidates who meet the Desired Candidate Profile and have a successful interview with our
Nominations and Elections Committee will be identified as recommended to our membership in the
election voting materials.
Page|4Information for Board Candidates
Meeting Attendance and Preparation
Directors are expected to prepare for, attend and actively participate in meetings to which they are
invited. This includes arranging your personal and business affairs to enable you to attend the meetings
and review all meeting materials prior to the meetings. Meeting materials are sent out electronically
one week prior to the meeting. You are also required to fully disclose any information whereby you may
be in a conflict of interest.
Time Commitment
Directors spend approximately 15-20 hours per month on Credit Union business. This includes pre-
reading the meeting materials and attendance at the meetings. Board and Committee meetings are held
quarterly. Board meetings are two days in duration and held on Fridays & Saturdays (approx. 1 ½ days
long). Committee meetings are held in the days prior to the Board meetings and are 2-3 hours. Special
Board and committee meetings are scheduled as required. Regional and provincial meetings are also
held, but attendance is not mandatory.
All directors are expected to attend the Annual General Meeting held in the April/May timeframe
(weekday evening meeting approximately 1 hour long).
Remuneration
Directors receive a monthly honorarium, meeting per diems, learning & development allocation and
reimbursement for reasonable expenses as outlined in Board policy.
Learning & Development
Interior Savings believes learning & development programs for our Directors is important to assist them
in understanding the roles and responsibilities of being a Director of the Credit Union. B.C. credit union
directors are required to complete the Foundations of Governance (Level A) course of the Credit Union
Director Achievement (CUDA) training within their first year. This course is delivered by Cusource
Professional Development and Education.
In addition to CUDA Level A training, Directors are eligible for learning & development opportunities
such as courses, webinars, conferences, etc. within Board established guidelines.
Page|5Candidate Statement, Photograph & Video Recommendation
Candidates are required to provide a brief personal statement to include in the voting package provided
to members. The statement should focus on related experience, education, skills and competencies
required to be on the Board of Directors. It may also include personal and family information, Credit
Union involvement history, community service, work experience and a policy statement. All biographies
must be in Microsoft Word format and include a phone number and email address where members may
contact you concerning your nomination. The biography will be reviewed and may be rejected if
considered to be found lacking in good taste, defamatory or injurious to the reputation of the Credit
Union.
Candidates are also asked to include a current photograph (in electronic format) with their nomination
package. This will be included in the voting materials provided to members.
Video is an increasingly powerful medium for generating engagement and we’d like to capitalize on this
potential by asking our Board of Director candidates to submit a video profile to be featured alongside
their biography and photograph. Instructions to produce your video will be provided to candidates in
early December.
Background Checks
Current legislation requires mandatory background checks for all candidates seeking election to the
Interior Savings Credit Union Board of Directors:
• Criminal Record Check (candidate to provide)
• Bankruptcy and Insolvency Report (Interior Savings to conduct)
• Credit Check (Interior Savings to conduct)
By signing the Nominee Acceptance form, you agree to this requirement.
Page|6Election Campaign Policy
Campaigning for a Board of Director position is not the same as running for political office. There are no
rallies, attack ads or lawn signs. It is a process conducted by an individual in a professional manner. A
candidate who, in the opinion of the Nominations & Elections Committee, breaches the campaign
regulations shall be disqualified as a candidate and no vote cast in favour of that candidate shall be
counted in the tally of ballots.
Candidate information (statement, photograph, video, phone number & email) will be available on our
ISCU digital properties and through printed copies to members voting manually. Candidates may send
links to a video using email or social media sites as outlined below.
Campaign Suggestions
• The best way to campaign is to speak directly to members letting them know you are running for
election to the Board.
• You may also contact members you know personally, on an individual basis, by telephone, email or
text message. This does not include automated phone solicitation, facsimile, email or other means
obtained from, or created by, any other person other than the candidate.
• Contacting members you do not know using email, telephone or text message may not be well-
received and could negatively affect your campaign – no one likes spam or telephone solicitors.
• You may campaign using blogs and social media such as Facebook, Twitter or LinkedIn, as long as
you follow the guidelines about how to speak about your candidacy included in this section. If you
plan to campaign using a blog, website or social media account, please submit a link to
election@interiorsavings.com so the Nominations & Elections Committee may follow along.
• If you want to share specific ideas about the credit union’s future, make it clear these are your
ideas alone and they have not been endorsed by the credit union, its board or management.
• Members will have the opportunity to contact candidates directly through the contact information
provided in the candidate statement. Individual member inquiries received by candidates via
telephone, facsimile, electronic mail or other means may be responded to directly through any of
these means. However, the use of digital social media for responses to member inquiries is
prohibited.
Campaign Don’ts
• Candidates must not, or permit anyone to do so on their behalf:
➢ solicit or participate in interviews with the media in connection with the election or place any
advertisements or other statements regarding their candidacy in the election in any
newspaper, website or other publication or media.
➢ impede, restrict or interfere with any person entering or leaving the premises of any branch,
office or other premises including ATM vestibules of the credit union or any subsidiary.
Page|7➢ interfere with or seek assistance from any employee or Board member of the credit union or
the returning officer or any person employed by the returning officer in connection with the
election or election process. (Note: this is not intended to restrict an employee from
nominating a candidate.)
➢ distribute, post or display any literature, campaign statement or poster pertaining to the
candidate or the election at any credit union premises.
• No negative campaigning. Negative comments about the credit union, its regions, other candidates,
management and staff or the Board are not appropriate.
• Candidates must not solicit or participate in interviews with the print, broadcast, electronic or
other mass communication media in connection with the election.
• With the exception of immediate family members, a candidate will not seek or allow the assistance
of others (including, without limitation, other candidates or mass media) to campaign on his or her
behalf.
• It is not appropriate to make promises about how the Board will act in the future.
• Do not use any logos, phrases or other elements of Interior Savings Credit Union branding in your
campaign materials. As a candidate, you are not a representative of the credit union, you are
simply asking members to support you in becoming a director.
Campaigning on Behalf of Candidate
• All candidates are responsible for providing a copy of these guidelines to any immediate family
member involved in campaigning on behalf of the candidate.
• Candidates who become aware of campaigning done on their behalf that is in contravention of the
above guidelines must contact the person(s) responsible for the campaigning and ask them to
cease. It must also be reported to the Chair of the Nominations & Elections Committee.
The comprehensive method and manner of campaigning set forth in these guidelines is approved by the
Governance & Conduct Review Committee of the Board. Campaigning by other means, including,
without limitation, the use of television, radio, facsimile, newspapers and printed material is prohibited.
Interior Savings Credit Union reserves the right to modify the above guidelines without advance notice.
Page|8Deadline & Submission Checklist
The deadline for receipt of your Nomination Package is Monday, November 16, 2020 at 4:00 pm. This is a
firm deadline and there will be no extensions.
Checklist
Ensure the following documents are completed and included in your Nomination & Election Package
before submitting:
Documents (attach to your submission)
Personal Statement (refer to page 6)
Current photograph (refer to page 6)
Current resume
Forms (complete electronically and submit)
Application Form
Nomination Form
Nominee Acceptance
Consent to Act as Director
Code of Conduct and Conflict of Interest
Regulatory Requirements (complete electronically and submit)
Consent to Conduct Background Checks (required for both BCFSA PIR and Stabilization Central
Credit Union Master Bond Program Application)
BCFSA - Personal Information Return (PIR)
• Include Criminal Record Check
Stabilization Central Credit Union - Master Bond Program Application
Note: we have moved to electronic signatures wherever a signature is required on the forms in the
Nominations & Elections package. Once your forms have been submitted, they will be returned to obtain
an electronic signature.
Page|9You can also read
