A.R.S. tit. 6 ch. 4 — Arizona Revised Statutes Title 6 Chapter 4 — Credit Unions

6-501. Definitions A. In this chapter, unless the context otherwise requires: 1. "Branch office": (a) Means a place of business of a credit union, other than a principal office, at which deposits are received and checks are paid. (b) Does not include premises used for computer operations, recordkeeping, accounting, storage, maintenance or other administrative or service functions. 2. "Capital" means share accounts, reserves and undivided earnings. 3. "Corporate credit union" means a credit union whose field of membership consists of other credit unions and organizations or associations owned by or composed of credit unions and corporations or associations that primarily serve credit unions. 4. "Credit union" means a cooperative nonprofit association that is incorporated under this chapter for the purposes of: (a) Encouraging thrift among its members. (b) Creating a source of credit and other financial services at a fair and reasonable cost. (c) Assisting members to manage and control their financial resources to improve their social and economic conditions. 5. "Deposit account" means a balance other than a share account held by a credit union, including balances designated as special investment accounts, deposits, certificates of deposit, certificates of indebtedness, demand deposit accounts or other similar names. 6. "Fixed asset" means land, buildings and major equipment used by a credit union in the provision of services. 7. "Governmental unit" means a board, agency, department, authority, instrumentality or other unit or organization of the federal, state, county, municipal or other level of government. 8. "Immediate family" means persons related by blood or marriage and includes foster and adopted children. 9. "Insolvent" means that the value of a credit union's assets is less than its liabilities. 10. "Insuring organization" means the national credit union administration or successor organization or any other insurer approved by the deputy director. 11. "Membership share" means a balance held by a credit union and established by a member according to the standards prescribed by the credit union. 12. "Organization" means any corporation, association, partnership, society, firm, syndicate, trust or other legal entity. 13. "Reserves": (a) Means allocations of retained income. (b) Includes regular and special reserves and any allowances for loan losses and investment losses. 14. "Risk assets" includes all assets of the credit union except the following: (a) Cash on hand. (b) Deposits or shares in federally or state insured banks, savings and loan associations and credit unions that have a remaining maturity of five years or less or if the maturity is greater than five years, the asset is being carried on the credit union's records at the lower of cost or market or is being marked to market value monthly. (c) Assets that have a remaining maturity of five years or less and are insured by, fully guaranteed as to principal and interest by or due from the United States government, its agencies, the federal national mortgage association, the federal home loan mortgage corporation or the government national mortgage association, including collateralized mortgage obligations that are comprised of government guaranteed mortgage loans or if the maturity is greater than five years, the asset is being carried on the credit union's records at the lower of cost or market or is being marked to market value monthly. (d) Loans to other credit unions that have a remaining maturity of five years or less or if the maturity is greater than five years, the asset is being carried on the credit union's records at the lower of cost or market or is being marked to market value monthly. (e) Student loans insured under title IV, part B of the higher education act of 1965 (20 United States Code section 1071, et seq.) or similar state insurance programs that have a remaining maturity of five years or less or if the maturity is greater than five years, the asset is being carried on the credit union's records at the lower of cost or market or is being marked to market value monthly. (f) Loans that have a remaining maturity of five years or less and are fully insured or guaranteed by the federal or state government or an agency of either or if the maturity is greater than five years, the asset is being carried on the credit union's records at the lower of cost or market or is being marked to market value monthly. (g) Shares or deposits in a central or corporate credit union that have a remaining maturity of five years or less or if the maturity is greater than five years, the asset is being carried on the credit union's records at the lower of cost or market or is being marked to market value monthly. (h) Common trust investments, including mutual funds, that deal exclusively in investments authorized by the federal credit union act and are either carried at the lower cost or market or are marked to the market value monthly. (i) Prepaid expenses. (j) Accrued interest on nonrisk investments. (k) Loans fully secured by a pledge of shares in the lending federal credit union equal to and maintained to at least the amount of the loan outstanding. (l) Loans that are purchased from liquidating credit unions and guaranteed by the national credit union administration. (m) National credit union share insurance fund guaranty accounts established with the authorization of the national credit union administration under the authority of section 208(a)(1) of the federal credit union act. (n) Investments in shares of the national credit union administration central liquidity facility. (o) Fixed assets as defined in section 701.36(b) of the federal credit union act. (p) Deposits in the national credit union share insurance fund representing a federally insured credit union's capitalization account balance of one percent of insured shares. 15. "Share account" means a balance held by a credit union and established by a member according to this chapter, including balances designated as shares, share certificates, share draft accounts and membership shares. Ownership of a share account confers membership and voting rights and represents an interest in the capital of the credit union. B. For the purposes of subsection A, paragraph 14, subdivision (g) of this section, a "central or corporate credit union" means a credit union whose membership primarily consists of either: 1. Other credit unions organized under state or federal law. 2. Officials, committee members and employees of any credit union organized under state or federal law. 3. Any combination of the categories described in paragraphs 1 and 2 of this subsection. 6-502. Reports and examinations A. The deputy director shall examine or cause to be examined each credit union at periodic intervals as provided by section 6-122. The deputy director shall forward a report of the examination to the board of directors of the credit union examined within thirty days after completion of the report. Within thirty days after the receipt of the report the directors shall meet to consider matters contained in the report. B. In lieu of the examination required by subsection A of this section, the deputy director may accept an examination or audit report of the condition of a credit union made by the national credit union administration or by a certified public accountant who is licensed in this state or who has a limited reciprocity privilege pursuant to section 32-725 or other qualified person or organization approved by the deputy director. The credit union shall bear the cost of any such examination or audit. A certified public accountant or other qualified person or organization making an audit to be submitted in lieu of an examination by the deputy director shall obtain prior approval from the deputy director before conducting such an audit. In approving such an audit the deputy director may prescribe minimum requirements for the audit, including the date by which the audit must be completed and a copy filed with the deputy director. C. Within thirty days after the end of each calendar quarter a credit union shall report to the deputy director, on forms supplied by the deputy director for that purpose, its financial condition and the results of its operation for the quarter. D. Unless excused for cause before or after the due date, a credit union that fails to file a report when due shall pay the department, as assessed, up to $100 for each day of delinquency. 6-503. Accounting and records A. A credit union shall keep and use in its business those books, accounts and records that will enable the deputy director to readily ascertain the true financial condition of the credit union and whether the credit union is complying with this chapter. B. A credit union and any of its officers, directors, employees and agents shall give the deputy director full access to all books, papers, securities, records and other sources of information under their control. All books and records of the credit union shall be maintained at the address of the credit union as filed with the deputy director. 6-504. Advertising A credit union shall not make, advertise, display, distribute, broadcast or televise, or cause or permit to be made, advertised, displayed, distributed, broadcast or televised, in any manner whatever any false, misleading or deceptive statement or representation. 6-505. Declaration of purpose The purpose of this chapter, which governs judicial and administrative interpretation and application of this chapter, is to provide opportunity for credit unions to remain competitive with each other, with financial institutions existing under other laws of this state and with banking and financial institutions existing under the laws of other states, the United States and foreign countries. 6-506. Organization procedure A. Any seven or more residents of this state who are of legal age and who have a common bond of interest or association may apply to the deputy director for permission to organize a credit union under this chapter. B. The incorporators shall prepare, adopt and execute a certificate of organization and shall agree to comply with the requirements of the certificate and with all of the laws and rules applicable to credit unions. The certificate shall state: 1. The credit union's name and the location of the proposed principal place of business. 2. That the existence of the credit union is perpetual. 3. The names and addresses of the incorporators and the number of shares subscribed to by each. 4. The purpose for which the credit union is formed. C. The incorporators shall prepare, adopt and execute bylaws consistent with this chapter for the general governance of the credit union. The bylaws, among other things, shall provide: 1. The proposed field of membership that shall consist of one or more groups having a common bond of interest, occupation or association or to groups within a well-defined neighborhood, community or rural district consistent with the purposes of the credit union. 2. The par value, if any, of shares. 3. The number of directors of the credit union, which shall not be fewer than five, all of whom shall be members, together with the titles of the officers and the number of members of the supervisory committee, which shall not be fewer than three. 4. The conditions under which shares may be issued, transferred or withdrawn, loans may be made and repaid and monies may be otherwise invested. 5. The number of members of the credit committee, which shall not be fewer than three, or the authorization of a credit manager. D. The incorporators shall select at least five persons who are eligible for membership and who agree to become members and serve on the board of directors, and at least three persons who are eligible for membership and who agree to become members and serve on the supervisory committee. The persons selected to serve on the board of directors and the supervisory committee shall execute an agreement to serve in those capacities until the first annual meeting or until the election of their respective successors, whichever is later. E. The incorporators shall forward to the deputy director such application as is required by the deputy director, along with the application fee provided for in section 6-126, the certificate of organization, the bylaws and the agreements to serve and any additional information that the deputy director may request. F. The incorporators shall not transact any business in the name of the credit union until the certificate of incorporation has been issued by the corporation commission and the application and the bylaws have been approved by the deputy director. 6-507. Certificate of approval; filing with corporation commission; certificate of incorporation A. The deputy director shall act on the completed application within sixty days. The deputy director shall issue a certificate of approval if the certificate of organization and the bylaws are in conformity with this chapter and the deputy director is satisfied that all of the following are true: 1. The field of membership, the bylaws and the business plan are favorable to the economic viability of the proposed credit union. 2. The reputation, character and financial experience of the initial board of directors and supervisory committee provide assurance that the credit union's affairs will be properly administered. 3. The share and deposit accounts of the credit union will be insured by an insuring organization when the credit union commences business. B. On receipt of the deputy director's certificate of approval the incorporators shall file the certificate of organization, with the certificate of approval attached, with the corporation commission and record a certified copy of the filing under the seal of the commission with the county recorder of the county or counties in which the credit union is to do business. On proof of the recording, the corporation commission shall issue a certificate of incorporation to the credit union. The credit union shall forward a certified copy of the certificate of incorporation showing the filing and recording to the deputy director. C. The credit union shall also file with the corporation commission the appointment of an agent on whom service of process may be made. The incorporators shall then be deemed a credit union, incorporated in accordance with this chapter. D. If a certificate of approval is denied, the deputy director shall notify the incorporators and set forth the reasons for the denial. 6-508. Certificate of organization and bylaws A. The deputy director shall prepare standard forms of the certificate of organization and bylaws that are consistent with this chapter and that may be used by credit union incorporators. B. The board of directors may adopt proposed amendments to the certificate of organization at a duly held meeting. The board of directors shall submit the proposed amendments to the members for ratification at a regular or special meeting, after which they shall be submitted to the deputy director for the deputy director's approval or disapproval. If approved by the deputy director, the board of directors shall follow the procedure for organization prescribed in section 6-507, subsection B. C. The board of directors may adopt proposed amendments to the bylaws at any duly held meeting by a three-fourths majority vote. After proposed amendments have been approved, the board shall submit the proposed amendments to the deputy director for the deputy director's approval. Within ten business days after receiving a completed proposed amendment request, the deputy director shall submit an acknowledgment of receipt or request additional information. The deputy director shall make a decision within thirty business days after the date that the acknowledgment of receipt is submitted to the credit union. For good cause shown, the deputy director may extend the response time. The amendments are effective on approval of the deputy director. At the next regular or special meeting of the membership, the board shall submit all amendments to the bylaws to the members for ratification. 6-509. Exclusive use of name; exception A. The name of every credit union organized under this chapter shall include the words "credit union". A credit union shall not adopt a name either identical to the name of any other credit union doing business in this state or so similar as to be misleading or cause confusion. B. It is unlawful for any person to engage in this state in the business of a credit union or to make use of the words "credit union" or any other words in a manner reasonably calculated to convey the impression that the person is engaged in the business of a credit union in this state, unless the act is done by or on behalf of a person having authority under this chapter, except an association of credit unions, or an organization, corporation or association whose membership or ownership consists primarily of credit unions or credit union organizations, may use a name or title containing the words "credit union". C. A credit union may change its name only on the written authorization of the deputy director. Within ten business days after receiving a completed request for a credit union name change, the deputy director shall submit an acknowledgment of receipt or request additional information. The deputy director shall make a decision within thirty business days after the date that the acknowledgment of receipt is submitted to the credit union. 6-510. Principal place of business; branch office A. A credit union may change its principal place of business or branch within this state with the prior approval of the deputy director and the payment of the fee provided in section 6-126. B. A credit union may establish a branch office with the prior approval of the deputy director. C. A credit union organized under this chapter may conduct business in other states or territories of the United States where it is allowed to do so on approval of the deputy director, if it is reasonably necessary to service its members. D. Within ten business days after receiving a completed request for a change in the credit union's principal place of business or branch that is located in this state, the deputy director shall submit an acknowledgment of receipt or request additional information. The deputy director shall make a decision within sixty business days after the date that the acknowledgment of receipt is submitted to the credit union. For good cause shown, the deputy director may extend the response time. 6-511. Out-of-state credit union A. A credit union organized under the laws of another state or territory of the United States may conduct business as a credit union in this state, subject to all laws and rules governing the operation of credit unions under this title, with the prior approval of the deputy director if credit unions organized under this chapter are allowed to do business in such other state or territory under conditions substantially similar to the provisions of this section. Before granting approval, the deputy director must find that the out-of-state credit union: 1. Is organized under laws substantially similar to this chapter. 2. Is financially solvent. 3. Has account insurance equivalent to that required for credit unions organized under this chapter. 4. Is examined and supervised by a regulatory agency of the state in which it is organized. 5. Needs to conduct business in this state to furnish services to its members in this state. 6. Furnishes the deputy director with a copy of the most recent audit or examination conducted by its regulatory agency. B. In addition to any other powers provided by law, the deputy director may revoke the approval of such a credit union to conduct business in this state if the deputy director finds that the credit union no longer meets the requirements of subsection A of this section or has violated the laws of this state or rules or orders issued by the deputy director. 6-516. General powers A. In addition to the powers prescribed elsewhere in this chapter and except as prohibited by law, a credit union may: 1. Enter into contracts of any nature. 2. Sue or be sued. 3. Adopt, use and display a corporate seal. 4. Acquire, lease, hold, assign, pledge, hypothecate, sell, discount or otherwise dispose of property or assets, either in whole or in part, necessary or incidental to its operations. 5. Borrow money from any source, except that a credit union shall obtain the prior written approval of the deputy director to borrow in excess of an aggregate of fifty percent of its capital. 6. Purchase all or a portion of the assets and assume all or a portion of the liabilities of a credit union chartered under the laws of any state, a federal credit union, a bank or an out-of-state bank. 7. Offer financial services incidental to the purposes of a credit union, including electronic fund transfers, safe deposit boxes and leasing and correspondent arrangements with other financial institutions. 8. Hold membership in other credit unions organized under this chapter or other laws or in other associations and organizations. 9. Engage in activities and programs offered by any governmental unit that are incidental or reasonably related to credit union activities. 10. Act as a fiscal agent for and receive payments on share and deposit accounts from a governmental unit. 11. Make contributions to any nonprofit civic, charitable or service organizations. B. A credit union may exercise all incidental powers that are convenient, suitable or necessary to enable it to promote or carry out its purposes. C. A credit union shall not delegate the management of a credit union to any person who is not an officer, director or employee of the credit union without the prior written approval of the deputy director. The deputy director may examine the books, records and business affairs of any person or entity to whom the credit union proposes to delegate any such authority. 6-517. Federal parity In addition to all other rights, powers and privileges, a credit union that is organized under the laws of this state and whose accounts are insured by an insuring organization: 1. Has all of the rights, powers and privileges and is entitled to the same exemptions and immunities as any credit union that is chartered under the laws of the United States. 2. May exercise all of the rights, powers and privileges of any out-of-state credit union with the prior approval of the deputy director. The credit union shall submit a request to the deputy director on a form prescribed by the deputy director and reference the specific statutory or regulatory source of the rights, powers or privileges that the credit union wishes to exercise. 6-521. Membership A. The membership of a credit union consists of the incorporators and other persons who are within the field of membership as prescribed in the bylaws, who have been duly accepted as members, who have paid any required one-time or periodic membership fee, or both, in accordance with any requirements in the bylaws, and who have complied with the other requirements the certificate of organization and bylaws provide. B. Each member may own only one membership share. 6-522. Organization members A. The following may be included in the field of membership of a credit union: 1. An organization comprised primarily of individuals who are eligible for membership in the credit union. 2. An organization for which a majority of owners, by number, are individuals who are eligible for membership in the credit union. 3. If applicable, an organization that is located within the credit union's membership area. B. An organization, one of whose principal functions is to provide services to persons who are eligible for membership in the credit union, may be admitted to membership. C. A credit union or corporate credit union may accept as a member any other credit union organized under this chapter or any other credit union law. 6-523. Membership applications A. The board of directors shall act on applications for membership or appoint one or more membership officers to approve applications for membership. A credit union may deny membership based on policies established by the board of directors. A person denied membership by a membership officer may appeal the denial to the board of directors within thirty days after the denial. B. A credit union may impose onetime or periodic membership fees under the conditions the bylaws provide. 6-524. Termination of membership A. A member may withdraw from a credit union at any time on giving notice of withdrawal as required in the bylaws. The credit union may require up to sixty days' notice of the intention to withdraw shares or deposits, but the notice does not entitle the member to any preferred or prior claim in the event of liquidation. B. A member may be expelled by a two-thirds vote of the members present at any regular meeting or a special meeting of the membership, but only after the member has had an opportunity to be heard at the meeting, or the board of directors or the management, if the board delegated such authority, may expel a member pursuant to a written policy adopted by the board. The board shall give all members written notice of the terms of any such policy. A person who has been expelled must be informed of the reasons for the expulsion and may seek reconsideration by submitting a written request for reconsideration to the board within thirty days after the notice of expulsion is issued. C. As monies become available and after deducting all amounts due from the member to the credit union, the credit union shall pay to the withdrawing or expelled member the amounts paid on shares and deposits by the withdrawing or expelled member, with any dividends or earnings accredited. Withdrawing or expelled members have no further rights in the credit union but are not released, by the withdrawal or expulsion, from any remaining liability to the credit union. 6-525. Meetings of members A. The members of the credit union shall hold the annual meeting and any special meetings as provided in the bylaws. B. At all such meetings a member has only one vote, irrespective of the member's shareholdings. A member may not vote by proxy, but a member may vote by absentee ballot, mail ballot or other method if the bylaws of the credit union so provide. C. The board of directors may establish a minimum age, of not more than eighteen, as a qualification of eligibility to vote at meetings of the members or to hold office, or both. Members who are minors may vote through their parent or other legal guardian. D. An organization having membership in the credit union may be represented and have its vote cast by one of its members or shareholders, if the person has been duly authorized by the organization. 6-526. Calling of special meetings The bylaws shall prescribe the manner in which the members or the board of directors, or both, may call a special meeting of the members. 6-527. Liability of members The members of the credit union are not personally or individually liable for the payment of its debts solely by virtue of holding membership. 6-531. Authority and responsibility of directors; voting A. The board of directors has the authority and responsibility for directing the business affairs, monies and records of the credit union. B. Except as provided in section 6-543, directors may not vote by proxy, absentee ballot or mail ballot but may vote by telephone conference or electronic meeting if all directors participating can speak to and be heard by the other directors during the telephone conference or electronic meeting. C. The board of directors shall meet at least once every two months. The deputy director may direct a credit union's board of directors to meet more frequently to address specific matters. 6-532. Election of board A. The board shall consist of at least five directors, to be elected by and from the members. Elections shall be held at the annual meeting or in such other manner as the bylaws provide. All members of the board are entitled to hold office for the terms the bylaws provide, except that terms shall be staggered so that an approximately equal number expire each year, over a three-year period. B. At a meeting held within thirty days after each annual election, the board of directors shall appoint a supervisory committee of not fewer than three persons for such terms as the bylaws provide. At the same meeting, the board of directors shall appoint a credit committee, unless the bylaws provide for a credit manager in place of a credit committee. The credit committee shall consist of not fewer than three persons whose terms shall be as the bylaws provide. Within twenty days after the meeting, the credit union shall file with the deputy director a record of the names and addresses of the members of the board and such other committees and officials as required by the deputy director. Within sixty days after any vacancies occurring in the board or supervisory or credit committee, the board shall fill the vacancies in accordance with the bylaws. A record of the names and addresses of members filling any vacancies on the board or the supervisory or credit committee shall be filed with the deputy director within twenty days after their appointment. 6-533. Compensation of officials A credit union may compensate an officer, director or committee member for the officer's, director's or committee member's services to the credit union. Providing reasonable life, health, accident and similar insurance protection is not considered compensation. Directors, officers and committee members may be reimbursed for necessary expenses incidental to the performance of official business of the credit union. 6-534. Conflicts of interest A director, committee member, officer, agent or employee of the credit union shall not in any manner participate, directly or indirectly, in the deliberation or the determination of any question affecting that person's pecuniary or other personal interest or the pecuniary interest of any organization, other than the credit union, in which the person is directly or indirectly interested. 6-535. Officers A. At the organization meeting held within thirty days after each annual election, the board of directors shall elect from its own number a chairman of the board, a vice-chairman, a secretary and a treasurer. They shall also elect any other officers that are provided for in the bylaws. B. The terms of the officers are one year, or until their successors are chosen and have been duly qualified. The duties of the officers shall be prescribed in the bylaws. C. The board of directors shall appoint a president to act as the chief executive officer of the credit union and to be in charge of its operations. The president may be a director. D. Notwithstanding any other provision of this chapter, a credit union may use any title it provides in its bylaws for the officials holding the positions described in this article as long as the titles are not misleading. 6-536. Executive committee The board of directors may elect from its own number an executive committee, consisting of not fewer than three directors, which may be authorized to act for the board in all respects subject to any conditions or limitations prescribed by the board by law or rule. The executive committee shall report in writing to the board of directors on all of its actions since the previous board meeting and the board shall either ratify or rescind each such action. 6-537. Certain duties of directors; insurance A. In addition to the duties prescribed in this chapter, the board of directors shall: 1. Purchase adequate fidelity coverage for the credit union covering the president and other officials and employees handling or having custody of monies or property of the credit union. 2. Authorize the employment and compensation of the president, who may hire other persons as are necessary to carry out the business of the credit union. 3. Approve an operating budget for the credit union. 4. Authorize the conveyance of property. 5. Appoint special committees. B. The board of directors shall perform other duties as the members from time to time may direct and perform or authorize any action not inconsistent with law or not specifically reserved by the bylaws to the members. C. The board of directors shall purchase and maintain insurance for the credit union on behalf of a person who is or was a director, officer, employee or agent of the credit union, or who is or was serving at the request of the credit union as a director, officer, employee or agent of another corporation, partnership, joint venture, trust or other enterprise, against any liability asserted against the person and incurred by the person in any such capacity or arising out of the person's status as such, whether or not the credit union would have the power to indemnify the person against the liability. 6-538. Credit committee A. The credit committee has the general supervision of all loans to members, unless it is replaced by a credit manager as provided in section 6-539. The credit committee may approve or disapprove loans subject to written policies established by the board of directors. B. The credit committee shall meet as often as the business of the credit union requires but not less frequently than monthly, to review the lending activities of the credit union and to consider applications for loans. Appeals to the credit committee as provided in section 6-540 shall be approved or denied by a majority of the members of the committee who are present at the meeting at which the application is considered. C. The credit committee or the credit manager shall keep a record of all actions taken and shall report on such actions to the board at its next meeting. 6-539. Credit manager If the bylaws so provide, the board may elect a credit manager to serve in place of a credit committee. The credit manager may approve or disapprove loans subject to the written policies prescribed by the board of directors. The president may serve as the credit manager. 6-540. Loan officers A. The president may appoint one or more loan officers and delegate the power to approve or disapprove loans, subject to those limitations or conditions as the credit committee or board of directors prescribes. B. A member whose application is disapproved by a loan officer may appeal the action to the credit committee or credit manager as appropriate under the bylaws. 6-541. Audits A. The supervisory committee shall make or cause to be made a comprehensive annual audit of the books and affairs of the credit union. The supervisory committee shall also make those supplementary examinations, audits and verifications of members' accounts as it deems necessary or as required by the deputy director or the board of directors. The supervisory committee shall submit a report of each annual audit to the board of directors at its next meeting, and to the deputy director, and shall include a summary of that report to the members at the next annual meeting of the credit union. B. The audit shall be made using generally accepted accounting procedures and standards. Each audit at a minimum shall test the credit union's assets, liabilities, equity, income, expenses and internal controls. C. The supervisory committee shall ensure that adequate work papers are prepared and maintained to support each audit. These work papers shall be made available for review during examinations by the deputy director. 6-542. Suspension and removal of officials Unless the bylaws provide otherwise, a director, officer or member of a committee may be removed as follows: 1. Either the supervisory committee or the board may suspend for cause by a majority vote of their entire membership any director, officer or member of a committee and shall immediately notify such person in writing of the suspension and the reasons for the suspension. 2. A suspended director, officer or committee member may request a special meeting of the members to consider that suspension within ten days after the date the director, officer or committee member was notified of the suspension. The board shall call a special meeting for that purpose not fewer than seven days or more than thirty days after receiving the request for a meeting, and that suspension shall be upheld or overturned by a majority of the members present. The suspended person is entitled to appear and be heard at the special meeting. 3. In the absence of a request for a hearing within ten days after the date the director, officer or committee member was notified of the suspension, the suspension is deemed a removal from office. If a hearing is requested, approval of the suspension by the membership constitutes removal from office. 4. Notwithstanding any other provision of this section, the members of a credit union may suspend or remove any director or committee member at any annual or special meeting of the members. 6-543. Action without meeting A. Unless the articles of incorporation or bylaws provide otherwise, action required or allowed to be taken at a board of directors' meeting may be taken by electronic means without a meeting as provided in this section if notice is given to each member of the board. The notice shall state the action to be taken and the date and time by which a director must respond. B. Action may be taken under this section only if, at the end of the date and time stated in the notice, both of the following apply: 1. The votes that are received by the board chairman or board president by electronic means and that are in favor of the action equal or exceed the minimum number of votes that would be necessary to take the action at a meeting at which all of the directors then in office were present and voted. 2. The board chairman, board president or board secretary has not received a written demand by a director as described in subsection C of this section. C. Any director may demand that an action not be taken without a meeting by delivering a signed communication to the board chairman, board president or secretary before the date given in the notice prescribed by subsection A of this section. D. Action taken pursuant to this section: 1. Has the same effect as action taken at a meeting of the board of directors and may be described as such in any document. 2. Shall be included in the minutes filed at the next board of directors' meeting along with a record of how each director voted on the action. E. All communication pursuant to this section may be done by electronic means and each director's vote must be signed using an electronic signature employing a security procedure as defined in section 44-7002. 6-551. Share accounts A. Share accounts shall be subscribed to and paid for in such manner as the board of directors prescribes. A credit union may require its members to subscribe to and make payments on membership shares. Membership shares may not be pledged as security on any loan. B. The par value, if any, of any membership shares may differ from the par value of other shares. C. A credit union may limit the amount in share accounts and deposit accounts and any such limit must apply to all account holders. 6-552. Dividends A. After provision for the required reserves, the board of directors may declare dividends to be paid on share accounts from the undivided earnings. B. A credit union may pay dividends at various rates with due regard to the conditions that pertain to each type of share account, such as minimum balance, notice and time requirements. A credit union may, but is not required to, pay a dividend on membership shares. 6-553. Deposit accounts A. A credit union may only accept deposit accounts from its members, employers of members, sponsors of profit or pension trusts of those members, other credit unions and governmental units, and from nonmembers in the case of credit unions serving predominantly low income members in accordance with nonmember deposit requirements of the national credit union administration for federal credit unions, and subject to the terms, rates, limits and conditions established by the board of directors. B. The credit union may pay interest on deposit accounts at various rates with due regard to the conditions that pertain to each type of account such as minimum balance, notice and time requirements. C. A deposit account is a debt owed by the credit union to the account holder. Ownership of a deposit account does not confer membership or voting rights and does not represent an interest in the capital of the credit union. 6-554. Withdrawals A. A person may withdraw monies in share and deposit accounts for payment to the account holder or to third parties in the manner and in accordance with the procedures established by the board of directors. B. Share and deposit accounts are subject to any withdrawal notice requirements imposed pursuant to the bylaws. C. A person may not redeem or withdraw a membership share except on termination of membership in the credit union. 6-555. Minors' accounts The credit union may receive payment on share and deposit accounts from a minor, who may withdraw monies from the accounts, including any dividends or interest on the accounts. Payments on the accounts by a minor and withdrawals by the minor are valid in all respects. For these purposes a minor is deemed of legal age. 6-556. Multiple party accounts A. A credit union may enter into multiple party accounts, which are subject to title 14, chapter 6. A multiple party owner, unless the multiple party owner is a member of the credit union in the owner's own right, may not vote at member meetings, obtain loans from the credit union or hold office in the credit union and is not required to pay a membership fee. B. Payment of part or all of a multiple party account to any of the multiple party owners shall discharge, to the extent of the payment, the liability of the credit union to all such parties unless the account agreement contains a prohibition or limitation on the payment. C. A member may designate any person to own a share or deposit account with the member under any form of joint ownership allowed by law. D. A member may own a share or deposit account in trust for a beneficiary, or a nonmember may own a share or deposit account in trust for a beneficiary who is a member. A beneficiary may be a minor. E. A member may designate any person or persons as payees on a payable-on-death account. 6-557. Liens A. A credit union has a lien on the share and deposit accounts and accumulated dividends of a member for any amount owed the credit union by the member and for any loan endorsed by the member. The credit union has a right of immediate setoff with respect to each share and deposit account on default of the owner of the account in an obligation owed to the credit union. B. The credit union may waive its rights to a lien, to immediate setoff, to restrict withdrawals or to any combination of these rights with respect to any share or deposit account. 6-558. Member account insurance A. Before the incorporators of a credit union forward the organization documents to the deputy director, as required by section 6-506, they shall apply for insurance on share and deposit accounts from an insuring organization. B. The deputy director shall not grant a certificate of approval to form a credit union unless the proposed credit union has obtained a commitment for insurance on member accounts. C. A credit union may not begin operations as a credit union or continue operations without share and deposit account insurance acceptable to the deputy director. 6-559. Savings promotion accounts Notwithstanding any other law, a credit union may offer a savings promotion account that is a savings account or certificate of deposit that includes an incentive in which the sole requirement to obtain the incentive is the deposit of a specified amount of money in the account. 6-561. Purpose and conditions of loans; prepayment penalties A. A credit union may make loans, including lines of credit, to members for the purposes and on the conditions as prescribed by the board of directors. The board of directors shall establish written policies with respect to granting loans, including the terms, conditions and acceptable forms of security. B. A person, except another credit union, may not become indebted, directly or indirectly, to the credit union for more than ten percent of the credit union's capital or $200, whichever is greater. This limit does not apply to loans that are fully secured by assignment of share or deposit accounts in the credit union. C. An application for a loan shall state the security and other information required by the credit committee or credit manager. Each loan shall be evidenced by a written document. D. A member may repay a loan or outstanding balance on a line of credit before maturity in whole or in part on any business day without penalty. Except as provided in this subsection, prepayment penalties may be charged on loans that are not made for personal, family or household purposes. 6-562. Interest rates and other charges A. The board of directors shall determine the interest rates on loans. The board may also authorize any refund of interest on loans under the conditions it may prescribe. B. In addition to interest charged on loans, a credit union may charge all reasonable fees and expenses in connection with the making, closing, disbursing, extending, modifying, collecting or renewing of loans. C. A credit union may assess charges to members, in accordance with board policy, for failure to meet their obligations to the credit union in a timely manner. 6-563. Other loan programs A. A credit union may participate in loans to its members jointly with other credit unions, credit union organizations or other organizations pursuant to written policies established by the board of directors. A credit union that originates such a loan shall retain an interest of at least five percent of the outstanding principal balance of the loan. Before participating in a loan transaction, each credit union shall perform its own independent evaluation of the creditworthiness of the borrower. B. In making loans to its members, a credit union may participate in any guaranteed loan program of the federal or state government under the terms and conditions specified in the law or rules under which such a program is provided. C. A credit union may finance for any person the sale of the credit union's property, including property obtained as a result of defaults in obligations owed to it, under the terms, conditions and rates provided by this chapter. 6-564. Loans to officials A. A credit union may make loans to an officer, director or member of its supervisory and credit committees if both of the following conditions are met: 1. The loan complies with all requirements of this chapter and is not on terms more favorable than those extended to other borrowers. 2. The aggregate of loans to all such officials, except those fully secured by share or deposit accounts, is not more than twenty percent of the credit union's capital. B. A credit union may allow officers, directors and members of its supervisory and credit committees to act as comakers, guarantors or endorsers of loans to other members, subject to the requirements of subsection A of this section. C. Any loan that would result in an official becoming obligated as a direct obligor, endorser, cosigner or guarantor in an aggregate amount of more than one percent of the credit union's net worth must be approved by the board of directors. At the same time a credit union submits each report of condition, the credit union shall provide to the deputy director a list of the credit obligations of each official if the aggregate obligations of an official to the credit union are more than the lesser of $50,000 or one percent of the credit union's net worth. For the purposes of this subsection, "net worth" has the same meaning prescribed in 12 Code of Federal Regulations part 702. 6-571. Insurance for members A credit union may purchase or provide insurance on the lives or credit disability of its members in an amount equal to their respective share and loan balances or either or both of them and purchase or provide vendor's single interest property insurance coverages on property which is pledged as security if the borrower fails to provide evidence of adequate coverages placed with an insurance carrier selected by the borrower. Nothing in this section shall prohibit the lender from specifying reasonable requirements for coverages and the financial condition of the insurance carrier. 6-572. Group purchasing A credit union may enter into marketing arrangements and joint ventures with other credit unions, credit union organizations or other organizations to facilitate its members' voluntary purchase of goods and services from third parties, consistent with the purposes of the credit union. A credit union may be compensated for services so provided and may establish reasonable fees to members. 6-573. Money type instruments A credit union may collect, receive and disburse monies in connection with the providing of negotiable instruments, money orders, traveler's checks, credit or debit cards and other money instruments and may charge reasonable fees for these services. 6-574. Retirement accounts A credit union may act as trustee or custodian of any form of retirement, pension, profit sharing or deferred income accounts for its members, pension funds of self-employed individuals eligible for membership and pension funds of a company or organization whose employees or members are eligible for membership in the credit union. 6-576. Investment authority A. The board of directors has charge of the investment of credit union monies, except that the board may designate an investment committee or investment officer to make investments on its behalf, under written policies established by the board. B. The board of directors shall designate a depository or depositories for the monies of the credit union. 6-577. Authorized investments A. Monies not used in loans to members may be invested in: 1. Securities, obligations or other instruments of or issued by or fully guaranteed as to principal and interest by the United States or any agency or instrumentality of the United States or in any trust or mutual fund established for investing directly or collectively in the same. 2. Securities, obligations or other instruments, whose payment is guaranteed by the general taxing authority of the issuer, of any state of the United States or any political subdivision of a state of the United States, and on approval of the deputy director, the District of Columbia, the Commonwealth of Puerto Rico and the several territories organized by Congress or any political subdivision thereof. 3. Deposits of federally insured financial institutions organized under state or federal law. 4. Loans to or share accounts or deposit accounts of other credit unions or corporate credit unions organized under state or federal law. 5. Deposits in, loans to or shares of any federal reserve bank, federal home loan bank or central liquidity facility established under state or federal law. 6. Shares, obligations or preferred stock issues of any agency or association organized either as a stock company, mutual association or membership corporation, if the membership or stock holdings of such agency or association are primarily confined or restricted to credit unions or organizations of credit unions and the purpose for which such agency or association is organized is to service or otherwise assist credit union operations. 7. Stocks, bonds or other obligations of corporations organized in any state of the United States, the District of Columbia, the Commonwealth of Puerto Rico and the several territories organized by Congress and in securities, obligations or other instruments of any state of the United States or any political subdivision thereof, the District of Columbia, the Commonwealth of Puerto Rico and the several territories organized by congress, but not in the aggregate to exceed three percent of the credit union's capital and not to exceed one percent of the credit union's capital in any one corporation's stock, bonds and obligations. These investments are limited to the three highest ratings established by one or more national rating services of corporate securities designated by the deputy director. 8. Pools of participation loans with other credit unions, credit union organizations or other financial institutions, not to exceed five percent of the credit union's capital. 9. Other investments as approved by the deputy director. 10. Fixed assets. B. Investments authorized under subsection A, paragraph 6 of this section shall not exceed five percent of the credit union's capital, without the prior written approval of the deputy director. The action of a credit union in investing monies in accordance with subsection A, paragraph 6 of this section shall not be deemed a violation of this section if the aggregate investments exceed the limitation of subsection A, paragraph 6 of this section because of a subsequent reduction in the amount of the credit union's capital. 6-581. Transfers to regular reserve A. At the end of each accounting period, but not less frequently than quarterly, the credit union shall set aside, as a regular reserve against losses, amounts in accordance with the schedule set by the share insuring organization. The credit union shall set aside the amounts before the declaration or payment of any dividends. B. The board of directors may increase, or if the reserve equals or exceeds the requirement prescribed in subsection A, decrease, the amount to be set aside. 6-582. Use of regular reserve Losses on risk assets, but not operating losses, shall be promptly charged against the regular reserve when those losses occur. The credit union shall not distribute the regular reserve except on liquidation of the credit union or in accordance with a plan approved by the deputy director. 6-583. Special reserves In addition to the regular reserve, special reserves for losses shall be established if required by rule or if the deputy director or the board of directors finds it necessary. Special reserves may include allowances for loan losses or investment losses. 6-584. Voluntary dissolution A. A credit union may elect to dissolve voluntarily and terminate its affairs in the following manner: 1. The board of directors shall adopt a resolution recommending that the credit union be dissolved voluntarily, naming a liquidating agent adequately bondable, and directing that the question of a dissolution be submitted to a regular or special meeting of the members. 2. At a regular or special meeting called for such purpose where the notice of such purpose is contained in the call, the affirmative vote of a majority of the members of the credit union present shall be required to dissolve the credit union. 3. On the adoption of a resolution to dissolve, a statement of intent to dissolve shall be executed in triplicate by the president or vice president, and attested by its secretary, which shall set forth: (a) The name of the corporation. (b) Names and addresses of the officers and directors of the corporation. (c) A copy of the resolution authorizing the voluntary dissolution and the name and address of the liquidating agent. (d) Names and addresses of the members and the amount of the shares and loan balances of members outstanding. (e) A financial and statistical report as of the date the resolution to dissolve is adopted. B. Immediately on the adoption of the resolution to dissolve, the credit union shall furnish to the deputy director duplicate copies of the statement of intent to dissolve and the deputy director shall then determine whether or not the credit union is solvent. If it is solvent, the deputy director shall issue to the credit union in quadruplicate a certificate to the effect that this section has been complied with. The certificate shall be filed by the credit union with the corporation commission and a duplicate copy recorded in the office of the county recorder of the county in which the credit union is located, whereupon the credit union shall be deemed dissolved and shall cease carrying on business except for the purpose of liquidation. C. The credit union shall continue in existence for the purpose of discharging its debts, collecting and distributing its assets and doing all other acts required to completely dissolve the credit union, and may sue and be sued for the purpose of enforcing such debts and obligations until its affairs are fully terminated, but an action may not be filed by or against such credit union more than two years after this certificate of dissolution is recorded. D. The credit union shall during the dissolution period furnish to the deputy director regular monthly progress reports of the affairs of the credit union until the final dissolution of the credit union. E. After the expiration of two years after the date of final dissolution, the deputy director may destroy all books and records of such credit union in the deputy director's possession. 6-585. Involuntary dissolution A. The deputy director may forthwith take possession and control of the business and property of any credit union to which this chapter is applicable whenever the deputy director finds on examination or investigation that such credit union has committed one or more of the following violations: 1. Is in violation of an order issued pursuant to section 6-137. 2. Is conducting its business in an unauthorized or unsafe manner or in violation of the bylaws of the credit union. 3. Is insolvent. 4. Has an impairment of its capital. 5. Cannot with safety and expediency continue business. 6. Has suspended payment of its obligations. 7. Is, through its officers, refusing to submit its books, papers and records of affairs for inspection to any examiner. 8. Is, through its officers, refusing to be examined regarding its affairs. 9. Has been examined by its own supervisory committee and the majority of the committee requested in writing that the deputy director take possession and control. 10. In a proceeding for voluntary dissolution has, through its liquidating agent, failed to make reasonable progress in the liquidation of its affairs and distribution of its assets. B. The deputy director on taking possession and control of the credit union, its business and operation, together with the furniture, fixtures, books, records and assets of every description, shall determine whether it is practicable and feasible to reorganize the credit union to continue in business or merge the credit union with another operating credit union. If the deputy director determines that the credit union cannot be reorganized or merged with another operating credit union, the deputy director may allow the credit union to operate under the deputy director's direction and control, or if the deputy director determines that the credit union should be liquidated through receivership, the deputy director shall petition the superior court for authority to liquidate such credit union, and the superior court shall immediately appoint the deputy director as the receiv