A Direct Line Blog

By Donya Parrish, VP- Risk Management

Occasionally, an unexpected vacancy will occur on your board of directors. When that happens, it may be tempting to just leave it open until the next annual meeting and your regular nomination process. Your credit union bylaws provide specific guidance on how it must be handled though. Be sure to refer to your own credit union’s bylaws in case they have verbiage that differs from the model bylaw sections discussed below.

State-chartered Credit Unions
For state-chartered credit unions, Article VI, Section 3 states that “any vacancy on the board, credit committee, or supervisory committee shall be filled by vote of a majority of the directors within 60 days.”

Federal Credit Unions
Federally chartered credit unions should look to Article VI, Section 4 for direction. The 2020 model bylaws state that “any vacancy on the board, credit committee, if applicable, or supervisory committee will be filled as soon as possible by vote of a majority of the directors then holding office.”

Also, look carefully at how long that individual will hold the position they are appointed to. Both model bylaws state those appointed hold the position “only until the next annual meeting,” so depending on the timing, it may be a short appointment. Hopefully the individual is willing to run for election. As you can see, the timelines given offer a compelling reason to consider on-going recruitment for credit union volunteers.