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The Technology Credit Union (“Tech CU”) Board of Directors has
scheduled the 2020 Annual Meeting of
Members for April 22, 2020. Tech CU’s Bylaws set forth the procedures for nominating candidates for
election to the Board and the Supervisory Committee. All proposed nominees must satisfy the
qualification procedures in Section 44 of the Bylaws and all other applicable nomination procedures specified by the
Board or the Bylaws, which are summarized below.
Nominees. Nominations may be made by
the Board or by any member entitled to vote. No person who has not been
qualified as required in Section 44 of the Bylaws may be nominated. To be qualified,
a nominee must possess the skills, personal integrity, independence, financial
sophistication and ability necessary to provide prudent oversight in connection
with the business, affairs and assets of Tech CU. The Board is the final judge of whether any
person is a qualified nominee.
In order to allow adequate time to properly evaluate and review
whether any member proposed candidate is qualified, all of the information
required by Section 44(b) of the Bylaws must be submitted to the Secretary of
Tech CU no later than the close of business on November 7, 2019 (“Notification Deadline”).
Upon receipt, a proposed nominee will be required to consent to an
investigation and verification of all information provided. The Board, in the exercise of its discretion,
may decide to nominate and place on the ballot the number of qualified
candidates necessary to fill vacancies and open seats on the Board even if
other persons are deemed qualified.
If the Board determines that a proposed candidate is qualified but
decides not to nominate more qualified candidates than the number of seats
subject to election, the proposed candidate may follow the petition procedure
in Section 39 of the Bylaws.
The Board has set the close of business on December 27, 2019 as the deadline for submission of petitions (the
“Cut-Off Date”). If a petition submitted by a qualified
candidate satisfies all of the requirements in Section 39 (and the petition is authenticated pursuant to Section 40), the name of the candidate
will be placed on the ballot (as an alternative candidate to the Board’s
recommended nominees). In this event, Section 41 of the Bylaws will
Committee. Nominations may be made by the Supervisory Committee (the
“Committee”) or by any member entitled to vote. Any member seeking
consideration for membership on the Committee must satisfy Section 44 and Section 73 of the Bylaws including the Notification Deadline. The Committee will evaluate
and review the information provided by any proposed nominee. Upon receipt, a
proposed nominee will be required to consent to an investigation and verification
of all information provided. The
Committee is the final judge of whether any person is qualified.
On or before the Cut-Off Date, the Committee, in the exercise of
its discretion, may decide to nominate the number of qualified candidates
necessary to fill vacancies and open seats on the Committee or it may nominate
more qualified candidates than the number of vacancies and openings. If the
Committee decides to present more nominees than the number of open seats, the
Committee may present a recommended nominee(s) and an alternative
candidate. The petition procedure is
inapplicable to the Committee.
More Information? The above summary is
qualified by and subject in its entirety to Tech CU’s Bylaws and applicable law. Members interested in any of these
positions may obtain additional information by contacting Christopher LaMotte at