Unless the bylaws expressly reserve any or all of the following duties to the members, the directors have all of the following special duties:
(a)
(1)
To act upon all applications for membership. The directors may delegate the power to approve applications for new membership to either of the following, pursuant to a written membership plan adopted by the board of directors:
(A)
The chairperson of a membership committee or an executive committee.
(B)
An officer, director, committee member, or employee.
(2)
The directors or their delegates may utilize an automated system to
establish membership eligibility pursuant to a written membership plan adopted by the board of directors if all of the following conditions are met:
(A)
The automated system is regularly tested for compliance with Section 14800, the credit union’s field of membership, and applicable laws and regulations.
(B)
An application for new membership approved using an automated system is reviewed by the directors or their delegates within five business days to ensure compliance with subparagraph (A).
(C)
The written membership plan includes a plan to address an approved application determined not to be in compliance with subparagraph (A).
(b)
(1)
To expel members for any of the following causes, subject to Section 14801:
(A)
Conviction of a criminal offense involving moral turpitude.
(B)
Failure to carry out contracts, agreements, or obligations with the credit union.
(C)
Refusal to comply with the provisions of this division or of the bylaws.
(D)
Abusive, threatening, or harassing behavior toward credit union staff, volunteers, or members, or the abuse of credit union systems or property.
(2)
The directors may delegate the power to expel members for cause to a membership committee or an executive committee, pursuant to a written membership plan adopted by the board of directors.
(3)
(A)
An expulsion pursuant to
subparagraph (D) of paragraph (1) may take effect immediately, without advance notice or an opportunity to be heard, if the board of directors, or its designee pursuant to subdivision (b), determines that immediate expulsion is reasonably necessary for the protection of the credit union or its staff, volunteers, or members.
(B)
A member expelled pursuant to subparagraph (A) shall be provided written notice within five business days after the effective date of that expulsion.
(C)
This paragraph shall not prohibit a member expelled pursuant to subparagraph (A) from appealing that expulsion pursuant to paragraph (4).
(D)
An expulsion pursuant to this paragraph shall be deemed to be fair and reasonable pursuant to Section 7341 of the Corporations Code.
(4)
(A)
A member who is expelled by the board of directors, or its designee, has the right to appeal therefrom to the board of directors, pursuant to reasonable procedures adopted by the board.
(B)
For purposes of this paragraph, “reasonable procedures” shall include, but not be limited to, all of the following:
(i)
Written notice to the expelled member of the effective date of the expulsion.
(ii)
The right to appeal therefrom and the procedures for doing so.
(iii)
Written notice of the board’s final determination following an appeal.
(c)
To determine from time to time the interest rate on obligations with members and to authorize the payment of interest
refunds to borrowing members. The board of directors may delegate this duty pursuant to subdivision (l).
(d)
To fix the maximum number of shares that may be held by, and, in accordance with Section 15100, establish the maximum amount of obligations which may be entered into with, any one member.
(e)
To declare dividends on shares in accordance with the credit union’s policies and to determine the interest rate or rates that will be paid on certificates for funds. The board of directors may delegate this duty pursuant to subdivision (l).
(f)
To amend the bylaws, except where membership approval is required.
(g)
To fill vacancies in the credit committee, and to temporarily fill vacancies caused by the suspension of any or all members of the credit
committee, pending a meeting of the members to determine whether to affirm the suspension and vacate the office, or to reinstate the member or members.
(h)
To direct the deposit or investment of funds, except loans to members.
(i)
To designate alternate members of the credit committee who shall serve in the absence or inability of the regular members to perform their duties.
(j)
To perform or authorize any action not inconsistent with law or regulation and not specifically reserved by the bylaws for the members and to perform any other duties as the bylaws prescribe.
(k)
For purposes of this section, “membership committee” means a committee of at least three persons appointed by the board of directors, provided that the number of members on the
committee is an odd number, each of whom shall be a member of the credit union. Notwithstanding any other law, a membership committee may be composed of directors, nondirectors, or both directors and nondirectors. No member of the supervisory committee or audit committee may serve on the membership committee.
(l)
(1)
The board of directors may, by resolution, delegate the following to an asset-liability management committee or similar committee, consistent with the policies of the board of directors:
(A)
The duties set forth in subdivisions (c) and (e).
(B)
The authority to determine the dividend rates on share accounts pursuant to subdivision (b) of Section 14901.
(2)
The asset liability management committee or similar committee
may be composed of directors, nondirector management officials, or both directors and nondirector management officials.
(3)
The asset liability management committee or similar committee shall provide a report to the board of directors, at least monthly, that specifies any actions taken.
