cuna rcs eschool ncua requirements and guidance part 1...
TRANSCRIPT
2/7/2017
1
NCUA Requirements and Guidance
Part 1
CUNA Regulatory Compliance Certification eSchool: Introduction
Your Speaker
David A. ReedAttorney at Law
(703) 675-9578
Reed & Jolly, PLLC
Fairfax, VA
2
2/7/2017
2
FEDERAL SHARE INSURANCE
RULES AND COVERAGE
Section 2
Share Insurance
• NCUSIF covers more than the $250,000 per
member (plus $250,000 per IRA) depending on:– the type of account arrangement
– how the accounts are owned, and
– the rights and capacities of the owner(s).
• Privately Insured Credit Union must have:– Notice on Statements
– Notice on Advertisements
– And Follow FDICIA 12 USC 1831t
2/7/2017
3
Great NCUA Resources
• Your Insured Funds• http://www.ncua.gov/Legal/GuidesEtc/Guides
Manuals/NCUAYourInsuredFunds.pdf
• Share Insurance Calculator• http://webapps.ncua.gov/ins/
2/7/2017
4
Share Insurance Generally
• Borrowing Limits– Borrowing limited to 50 percent of shares and undivided earnings, plus net income or minus net loss.
• Adequate Reserves– Additional reserves for state credit unions if investments are
outside ones permissible for FCU
• Sound loan and investment policies and portfolios– Credit union must have written lending policies, that requireadequate documentation of secured loans and protection ofsecurity interest, determine if member has repayment capacity.– Investment policy falls under applicable laws & regulations, CUhas level of expertise to handle the authorized investments.
Share Insurance
• Management Qualifications Page 2-11
– No criminal convictions involving dishonesty or breach of trust
(unless approved by NCUA)
– Reports of officers for new or troubled credit unions
• NCUA pays close attention to new credit unions and problem credit unions.
• Formation of temporary corporate credit union stabilization fund
– NCUA took control of several corporates and borrowed funds
from the Treasury to insure deposits in corporate credit unions
which must be repaid by insured credit unions.
2/7/2017
5
Share Insurance
• Capital levels and Prompt Corrective Action
– 5 Categories of net worth from 7 percent being a well capitalized credit union to 2 percent meaning critically undercapitalized.
– There are also risk-based net worth requirements for complex credit unions (risk level of a credit union’s portfolio of assets and liabilities).
Prompt Corrective Action
• PCA Page 2-12– 5 Categories of net worth from 7 percent being a well capitalized credit union to 2 percent meaning critically undercapitalized.– There are also risk-based net worth requirements for complex credit unions (risk level of a credit union’s portfolio of assets and liabilities).
• Net worth ratio is calculated by dividing the retained earnings (undivided earnings plus regular reserves) by total assets. Total assets can be calculated one of four ways so that it is beneficial to the credit union – and need not be done the same way every time.
2/7/2017
6
Prompt Corrective Action
• Above 7% - no action required See chart on page 2-18
• 6-7% Adequately capitalized– increase net worth by .1% of total assets for current year
• 5-6% Undercapitalized – first tier– increase net worth by .1% of total assets for current year
– Net worth restoration plan
– Restrict asset growth
– Restrict MBL may be subject to Discretionary Supervisory Actions
• 4-5% Undercapitalized – second tier
• 2-% Significantly Undercapitalized– New election, merger, DSA, etc.
• Critically undercapitalized – less than 2%
More PCA• Well-capitalized – net worth ratio of 7% or above including RBNW requirements
• Adequately 6-7% plus RBNW
• Undercapitalized 4-6% or fails to meet RBNW
• Significantly 2-4% or 4-5% and fails to submit a net worth restoration plan
• NCUA reserves the right to downgrade well capitalized, adequately capitalized or undercapitalized credit unions for engaging in unsafe or unsound practices or is in an unsafe or unsound condition. NCUA must notify state regulators if they do this to a state credit union.
• The net worth classification is effective 30 days from the end of the quarter.
2/7/2017
7
Requirements for Insurance
• Minimum Fidelity Bond and Insurance Page 2-41
– NCUA Part 713, minimum bond and maximum deductibles
– Review annually
– Covers fraud or dishonesty by all employees, directors, officers,
supervisory committee and credit committee members
– Covers losses such as theft or vandalism caused by outsiders– Certain forms already pre-approved
• In addition to the limits in the chart, increased coverage equal to the amount of the daily cash fund or total money in transit on a regular basis must be obtained.
• There are maximum deductibles in the regulation as well.
Share Insurance Advertising
• Excess Coverage and Alternate Insurers– Clear explanation of amount and type– Identification of the carrier
• NCUA official Sign– Main office and Branch office at each teller station– Web page where accounts are opened or deposits accepted
• Federally-Insured credit unions must:– Provide notice that accounts are insured by NCUA– Be subject to examination by NCUA– Display NCUSIF decal– Have explanation available– If both fed and private, disclose who carrier is, amount of coverage
2/7/2017
8
Official Advertising Statement• This credit union is federally insured by the National Credit Union Administration; or
• Federally insured by NCUA; or
• The official sign
• Advertising statement not required for stationery, envelopes, deposit slips, signature cards, directory listings, radio and TV ads of 15 seconds or less, or ads not relating to share account such as loans safe deposit box.
• Any advertisement that contains a statement that the credit union is insured by the National Credit Union Administration, or that its accounts and shares or members are insured by the Administration to the maximum of $250,000 for each member or shareholder.
Trade Names
• It is possible to use a trade name in advertising,
but all legal documents, loans, contracts etc.
must use CU name.
• Advise members that the two credit union’s are
the same because share insurance coverage is
not increased. New account card should indicate
that the branches are the same.
Page 2-20
2/7/2017
9
Share Insurance Funding
• To fund the NCUSIF, every credit union must maintain
a deposit equal to 1% of insured shares ($100,000,
250,000), but it is an asset of the credit union.
• When the fund reaches 1.3%, NCUA issues a refund.
• Annual premiums may be assessed if level goes below 1.2%.
• NCUA invoices federally insured credit unions and
assesses the annual operating fee against FCUs.
Share Insurance Funding
• Credit unions with over $50 million in assets must
adjust their 1% deposit semi- annually.
• In addition to the reports being used to track insured
shares, the financial reporting allows NCUA to monitor the credit union’s historical trends between examinations. FPR historical and peer comparisons.
• To cancel share insurance, both the membership and NCUA must approve.
2/7/2017
10
Coverage
• Insurance coverage determined by ownership of account, not
account structure
– Account relationships are governed by state law, the credit union’s records must provide evidence of the account relationship (records of the member may be used if the account agreement shows that proper ownership
– Accounts can only be opened for members and certain non-members
• Each ownership type is separate from other ownership types
– If the requirements of the different account types are not met, the
account is aggregated with individual account
Individual Coverage
• Individual insured separately 2-25
• What is an individual?– Sole proprietorships – DBA
– Estate accounts
– Guardian, custodian, or conservator
– MSA
• Accounts held for a ward or child are insured separately.
2/7/2017
11
Joint Account
• Page 2-27
• Account agreement signed by both
parties, equal access to and equal interest
in the account
• All interests in joint accounts added
together, it doesn’t matter what order the
people are on the account
Revocable Trusts
• Can be revoked at any time (formal revocable living trust,
ITF, POD, as trustee for).
• Relationship between owners and beneficiaries determines
insurance (if same grantor has two trust accounts with same
beneficiaries, not separately insured)
• Pay on death or revocable trust depends on relationship
between owners and beneficiaries 2-29
• Who/what is an eligible beneficiary:– Testamentary account,– Tentative or Totten trusts,– POD– Revocable living trusts funds pass on death to the named beneficiary
2/7/2017
12
Irrevocable Trusts
• Page 2-33
• Info on grantor, the trustee signs,
beneficiaries or grantor in FOM
• Coverdell IRA, UTMA
Retirement & Business Accounts• Retirement accounts separate from all others 2-37
– IRA’s added together and insured separately (Roth +
traditional), Keogh and 401K insured separately up to
$250,000
• Business and association accounts (corporation, partnership, unincorporated association) must be formed for purpose other than increasing insurance coverage.
Prove it!
2/7/2017
13
Management Issues
Section 3
26
26
Outlook - Complex But WorkableOutlook - Complex But Workable
Examination & Monitoring
Off-site Monitoring
�Analysis of 5300 Data
� Economic changes
Examination Scope
Examination Report On-site Examination
�Administrative Record
�Follow-up
�Allocation of resources
� Focus of Examination
� Management Results
� Risk management
CAMEL
Jobs Market
Real Estate Values
Unemployment key indicator for credit union delinquency
Heavy real estate concentration makes credit unions vulnerable to dips
Examination Process: NCUA’s Perspective
2/7/2017
14
Red Flags for Examiners
• Safety and Soundness Warning Signs• Interest rate risks• Balance sheet risks• Concentration risks
• Balance sheet irregularities and transparency
• The big five business areas:• Real Estate Lending• Member Business Lending• Indirect Lending• Participation Loans• Investments
27
Examinations
• Risk-focused examinations
• Complete and accurate board minutes 3-3– Examiners review board minutes – new developments since lastexamination– Minutes should reflect all actions, including voting records, policychanges, committee reports.
• Policies and procedures 3-3
• Budget and variances 3-4– The board should be monitoring financial condition reportsmonthly and how close the credit union is to its projected budget,and variances from the budget.
2/7/2017
15
Examinations
• Strategic plan and annual review– Strategic plans should encompass the short and long
term goals, and how the credit union plans to achieve
them, as well as areas of critical concern to the credit
union. This plan should be reviewed and updated
annually.
– Committees
• Supervisory committee reports are critical, especially the
results of the annual audit.
Board of Directors
• Board’s responsibility to maintain general
direction and control of the credit union
(List of Board duties on page 3-3)
• Eligibility:– odd number, must be members, may or may not be employees, no criminal conviction involving dishonesty or breach of trust
– may set minimum age, but not older than18
2/7/2017
16
Rule 701.4
• Adopted by NCUA Board in December, 2010.
• Clarification and standardization of key FCU director duties in one place.
• Only applies to FCU directors! BUT …..
• Best practices
• Rulemaking began about two years ago.
31
Duties of a Director
• (a) General direction and control of a Federal credit union. The board of directors is responsible for the general direction and control of the affairs of each Federal credit union. While a Federal credit union board of directors may delegate the execution of operational functions to Federal credit union personnel, the ultimate responsibility of each Federal credit union's board of directors for that Federal credit union's direction and control is non-delegable.
32
2/7/2017
17
Duties of a Director
(b)(1) Carry out his or her duties as a director in good faith, in a manner such director reasonably believes to be in the best interests of the membership of the Federal credit union as a whole, and with the care, including reasonable inquiry, as an ordinarily prudent person in a like position would use under similar circumstances;
(2) Administer the affairs of the Federal credit union fairly and impartially and without discrimination in favor of or against any particular member;
33
Duties of a Director
(3) At the time of election or appointment, or within a reasonable time thereafter, not to exceed six months, have at least a working familiarity with basic finance and accounting practices, including the ability to read and understand the Federal credit union's balance sheet and income statement and to ask, as appropriate, substantive questions of management and the internal and external auditors; and
(4) Direct management's operations of the Federal credit union in conformity with the requirements set forth in the Federal Credit Union Act, this chapter, other applicable law, and sound business practices.
34
2/7/2017
18
The All Seeing Eye
35
The Basics
• Credit union Directors are placed in a position of trust and honor.
• They are elected to represent, and have a fiduciary responsibility to act in the best interest of, the membership.
• Directors must have a general knowledge of the daily operation of the credit union and exercise due diligence in performing their duties.
2/7/2017
19
Specific Board Responsibilities• Maintain general direction & control
• Strategic Planning• Setting Goals,• Implementing controls• Monitoring Activity• Approving a Budget
• Meet at least monthly & maintain minutes
• Approve policies • Elect officers
• Appoint credit committee/manager or loan officers
• Appoint supervisory committee• Appoint membership officer & other committees as required
by the bylaws
• Hold an Annual Meeting (Reporting & minutes)
37
Key Fiduciary Duties• Exercise Due Care
• Display Good Faith/Obedience
• Remain Loyal• Avoid Conflict of Interest
• Page 3-4
38
2/7/2017
20
Business Judgment Rule
• The legal doctrine that officers and directors cannot be liable for damages for a business decision that proves unprofitable or harmful to the business so long as the decision was:
• within the officers’ or directors’ discretionary power and was
• made on an informed basis, • in good faith without any direct conflict of
interest, and • in the honest and reasonable belief that it was in
the business’s best interest.
• Page 3-5
39
Business Judgment Rule• Your best defense to a liability claim!
• Courts will not “second guess” board decisions
• Not a “gimme”. You have to earn the defense through your actions.
40
2/7/2017
21
Board Governance
• NCUA sets standard required bylaws 3-6– Nonconforming amendments require NCUA
approval
– Contract between member and CU
• Roberts Rules of Order are used if issue is
not addressed by law, rule, regulation or
bylaw
Bylaw Contents• Membership
• Par value and shares
• Meetings
• Elections – one member one
vote, record requirements
• Board and Vacancies
• Duties of Board Officers
• Credit Committee/Loan Officer
• Supervisory Committee
• New Credit Unions
• Loans and LOC
• Dividends
• Confidentiality, protection from
liability
• Prompt depositing of funds
• Authority for CU to issue
shares to minor
• Definitions
• Confidentiality
• How the bylaws or articles
may be amended
See Appendix 3-A
2/7/2017
22
Board Service
• CU can establish educational requirements 3-17
• CU cannot prevent member from running. The bylaws will determine whether person has to obtain nomination by petition or from the floor.
• Board members can be removed by the board or supervisory
committee
• Report of officials filed within 10 days of election
• One member of board may be compensated for board duties – Employees serving on board may be compensated as employees
• Reasonable health, accident excluding life insurance, terminates when position terminates
Board Service
• Travel costs for one immediate family member
• Sarbanes Oxley does not apply, but similar guidance is mandated Letter to Credit Unions 03-FCU-07 3-17 which discusses whether the credit union should undertake certain actions regarding:
– Accounting firms, full time internal auditor and oversight, rotationof auditors, conflicts of interest between auditors and CUofficials, employee concerns addressed to supervisorycommittee or auditors, certification of financial statements,safeguards to prevent undue influence on auditor, disclosure ofoff-balance sheet items, written code of ethics, financial experton supervisory committee.
2/7/2017
23
Board Service
• Member expulsion: 3-19– 2/3 vote of the membership at a special meeting, or– Expulsion by board due to nonparticipation on the part of themember.– Members have a fundamental right to a regular share account,and a vote at the annual meeting and special meetings.– The CU can restrict access to facilities, for example, if themember is hostile or abusive. The credit union cannot withholddividends on a dividend bearing account.
• State chartered CU’s may have greater expulsion powers.
Investments
2/7/2017
24
What’s the Big Deal?
• The investment portfolio serves as an important source of liquidity and can represent a substantial portion of a credit union’s assets. Likewise, investment income can serve as an important source for meeting a credit union’s operating expenses, dividend payments, and reserve requirements (if applicable.)
Permissible Investments
• Section 107 of FCU Act
Summary Figure 3-3
• Loans to members
• Shares, CD’s of Corp CUs, CUs, Banks
• Securities Guaranteed by Federal Gov’t
• Obligations / Participations of FNMA,
FHLM, GNMA, SLMA
2/7/2017
25
Investment Restrictions
• There are five categories of constraints on the credit union’s investments:
– Liquidity, term, membership needs, taxes, rules and regulations
• Investments must take into considerations the availability of funds
for member loans, and sufficient income for dividends
• Longer term investments provide greater stability, but more risk and
CU must consider short term needs and seasonal fluctuations
• Taxes are only a concern for state credit unions, since FCUs are
exempt.
Investment Controls
• Policies specify and control investment activities
– Policies must be in writing and annually reviewed
• Persons with investment authority must have
sufficient knowledge and understanding of
investment risk
• Detailed reporting on portfolio/risk
2/7/2017
26
Policy Requirements
• Part of the credit union’s asset liability management (ALM) policy
• Making or reviewing a policy:
– Purpose and objectives of investments
– Characteristics of the investments, maturity, issuer etc.
– Amount of risk – interest rate, liquidity, credit and concentration risk the
credit union will tolerate as it relates to net capital and earnings and how
the credit union will manage the risk
– Models for stress testing
– Who has investment authority??? – board still responsible! 3-22
– Authorized broker/dealers and safekeeping agents
– How to handle investments that do not meet the policy
– How trading activities will be conducted (who, account size, dollar
limitations, internal controls)
Brokers and Safekeeping Agents• Brokers/Dealers 3-23
• Safekeeping Agents 3-24
– A broker dealer who sells the security to the credit union cannot be the
safekeeping agent for that security, unless it is a bank with a separate
safekeeping division.
– The board approves the safekeeping agents and broker/dealer as part
of the policy and will keep the documentation used to approve the agent
and broker/dealer.
– The credit union may hire broker/dealers as well as safekeeping agents
to assist in the management of investments.
– Broker/dealers should have thorough background checks and be
rechecked annually. This also includes any enforcement actions and the
financial condition of the dealer or the firm. 3-22
2/7/2017
27
Investment Reports
• Quarterly reports for certain nonmarketable deposits such as certificates or other investments with embedded options (e.g. rate caps and floors), longer than 3 year maturities, or certain coupons relating to indexes
• Quarterly reports on the market value of all marketable securities with embedded options (e.g. rate caps and floors), longer than 3 year maturities, or certain coupons relating to indexes. Additional information is required when the values exceed net capital.
• Monthly reports showing fair market value plus the change in value since the prior month
Delegation of Authority
• Credit unions can give discretionary investment advisors authority
over investments up to 100% of net capital. An annual evaluation is required for the amount of investments under discretionary advisors, if over the cap, must be brought into compliance within a reasonable period of time. If the cap is exceeded, the board must notify the regional director within 5 business days.
• A discretionary advisor has the authority to purchase and sell,
execute trades, they make the investment decisions for the credit
union and then report back to the credit union. With investments
involving credit risk even CDs over $100K, the issuer must be
researched prior to purchase and annually until maturity.
2/7/2017
28
Conflicts of Interest
• Directors or investment committee members, senior management (CEO, COO, CFO), employees involved in the investment process and immediate family members cannot accept anything of value in connection with investment activities on behalf of the CU.
• Even with an investment committee and investment advisor or discretionary advisor, the board bears the ultimate responsibility for the investment portfolio.
• Directors have the same duty of care and duty of loyalty that they must exercise in all decisions made on behalf of the credit union.
More Restrictions
• Investment outside policy or regulation must be
brought to the NCUA’s attention, even though the
CU is not required to sell them, they must be
monitored. The investment person must notify the
CU board at the next meeting of the investment
outside policy or regulation.
• CU can limit further by policy
• FISCU investments outside the list must have
special reserve account.
2/7/2017
29
Documentation
• Every investment must have proper
document that is kept until the audit and
examination following the sale or maturity
of the investment. The documentation
includes bids and prices at purchase and
sale.
Types of Investments
• The policy is not required to state specific types of investments, but more or less the parameters of the investments.
• NCUA does however limit the specific investments to those expressly stated in part 703, which include treasury, agency and municipal securities, corporate credit unions, mutual funds limited to part 703 type investments (but not publicly traded stocks), federal funds and mortgage backed securities.
2/7/2017
30
Conflicts and Good Management
Due Diligence
• Risk Alert on indirect subprime lending
• Other risk alerts on due diligence over 3rd party service providers
• Third party reviews:– Planning, risk assessment, financial projections, background check, business model, cash flows, financial and operational control review, contract and legal review, financial review, return on investment, insurance requirements
– Policies and procedures for monitoring the arrangement and meeting expectations
2/7/2017
31
Fixed Asset Guidelines
• The NCUA Board revised §701.36 of NCUA’srules and regulations.
• These revisions removed the regulatory limit on the aggregate amount of fixed assets a federal credit union can hold.
• In the absence of a limit, NCUA’s examination and supervision program will address credit unions’ safe and sound management of fixed assets
Incidental Powers
• Credit unions may exercise incidental powers that are necessary or consistent with its duties as an FCU. To determine whether an activity is appropriate as an incidental power, the NCUA considers whether the activity:
– Is Convenient and Useful for CU
– Is a Functional Equivalent or Outgrowth of CU Activities
– Has Risks Similar to CU Risks
2/7/2017
32
Incidental Powers
• There are 12 pre-approved categories – services include:
– Notary/signature guarantees; loan processing, check cashing;
EFT/bill payment; leasing employees or space; financial
counseling or planning, income taxes; products and services;
loan-related products; advertising and promotion;
commemorative coins, foreign currency; remote tellers, checkclearing, safe deposit; stored value cards, gift certificates; trustee
or custodial services;
– If done by FCU in house, not subject to tax (State CU may be
subject to state tax and UBIT). However, there is additional
liability borne by CU compared to if done by CUSO
Record Retention
• All federally-insured credit unions must maintain
their vital records, including:– As of each day
• Listing of all share, deposit and loan balances identified by name or number and member location information –be able to identify each member and location
• Financial reports – assets and liabilities of CU– List of CU’s accounts at other institutions, insurancepolicies, investment – as of the preceding month end– May be stored in any retrievable form
2/7/2017
33
Record Retention
• The CU must have a Vital records program, with
records stored every 3 months, within 30 days
after the end of the 3 month period.
– A log must be kept which shows the records that were
stored, where when and who sent them.
– If using an off-site DP systems, may make this easier,
but CU still responsible so check to see what they are
doing.
Serving Non Members
• Federal credit unions can provide travelers
checks, money orders and other money
transfer services, cash checks or money
orders for people within its field of
membership who have not joined the
credit union.
2/7/2017
34
Employee Benefit Plans
• Federal credit unions may offer retirement and employee
benefit plans.
– Available to any employee and compensated board officer.
– NCUA guidance is limited; CU should consult with benefit plan
administrators.
– CU may be plan trustee or custodian for IRA/SEP, Keogh or
401K.
– Investments of retirement plan assets are not subject to the
investment restrictions of part 703 for member funds.
– Health insurance plans may also be made available, and may be
partially self- funded provided that there is a backup insurer for
the plan and a separate plan administrator.
Management Interlocks
• Federally insured credit unions are covered by NCUA
rules and regulations Part 711.
• Purpose: to foster competition between financial
institutions in same community by restricting officials
serving as management officials of other depository
financial institutions.– Management official: director or employee, or officer withmanagement functions (including a branch manager).
– Service to two credit unions (board or staff) is not covered by the regulation; however conflict of interest does come into play.
2/7/2017
35
Conflict of Interest
• Management, board and supervisory committee must protect
CU assets
• Board policies must be administered properly, and proper safeguards exist to prevent conflicts.
• Good faith, cannot use position for personal gain
• Article 16 provides that no official, employee or agent may act
on any credit union matter in which they have a personal interest. Board members cannot discuss or vote on any matter in which they have an interest. Avoid the appearance of a conflict. This presents a problem if one of the board members is a professional whose service the credit union could use, such as a real estate agent, contractor, appraiser, accountant, etc.
More Conflicts
• No commission, fee, or compensation to any official,
senior management, loan officer or immediate family for
the underwriting insuring, servicing or collecting a loan.
• OK:– Salaries to employees
– Bonuses for overall cu performance
– Incentives or bonuses to an employee for loan related business if Board adopts a program policies and procedures.
– Incidental overlap (official is realtor and buyer is member) if no referral is made
2/7/2017
36
Preferential Loans
• CU official or immediate family of official cannot
get better rate and terms on a loan (director,
supervisory or credit committee) employee
discounts are ok.
• FCU loans to officials (volunteer) over $20,000
as borrower, endorser, cosigner, guarantor must
get board approval
Fixed Assets
• FCU cannot lease or buy premises without NCUA
approval from an official or senior management
employee or immediate family, a corporation or
partnership where those people have more a 10% or
more interest.
• Non-senior employees directly involved in fixed assets
may also be subject unless the board determines that no
conflict of interest exists.
• All business dealings must be at “arms length” and in the
interest of the FCU.
2/7/2017
37
Investments
• Volunteer officials, CEO, COO, CFO or immediate
family members may not receive any payment in
connection with investment transactions.
• This may also apply to non-senior employees again
unless the board determines that no conflict of
interest exists.
• Compensation for employees is not included in this
prohibition.
CUSO
• Officials and senior management and immediate
family members of an FCU with loans or
investments in a CUSO cannot receive salary
commission, investment income or other
compensation from the CUSO directly or
indirectly or any person being service through
the CUSO.
• CUSO can reimburse FCU for employee salary
2/7/2017
38
Incidental Powers
• Volunteer officials, CEO, COO, CFO or
immediate family members may not receive any
payment in connection with incidental powers
activities.
• This may also apply to non-senior employees
again unless the board determines that no
conflict of interest exists.
• Compensation for employees is not included in
this prohibition
MBL
• Cannot make MBL to any CEO, COO, CFO,
immediate family member or any member who
has a business with one of those individuals.
• Loans to compensated directors must be
approved by the board and director cannot vote
on matter.
2/7/2017
39
77
Questions?