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#2191217 - 08/30/18 03:15 PM BOD is it misue of position or self-dealing?
Secret Squirrel Offline
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Joined: Jun 2017
Posts: 21
Would you file a SAR for misue of position or self-dealing if the BOD (not sure yet if all or just one director) will not allow a new board member to attend meetings or speak with any other board members until the board member completes "board orientation" This was never required for other board members. Some are saying that this is gender/race discrimination as the new member is not like the rest of the board. Would a SAR be the right way to go or would there be another avenue to report this activity?

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#2191220 - 08/30/18 03:29 PM Re: BOD is it misue of position or self-dealing? Secret Squirrel
ACBbank Offline
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Based on the information provided in the post I can't see how a SAR would be warranted.
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#2191224 - 08/30/18 03:44 PM Re: BOD is it misue of position or self-dealing? Secret Squirrel
RockChucker, CAMS Offline
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The Country
Definitely not a SAR item in my opinion. More like a possible gender discrimination lawsuit or some such unless this is a documented change and will be required for all board members going forward.
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#2191233 - 08/30/18 04:08 PM Re: BOD is it misue of position or self-dealing? Secret Squirrel
HappyGilmore Offline
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Pulling people out of the ditc...
i suppose one would first need to review board charter and minutes of prior meetings to determine if there is a new process that one must attend orientation prior to sitting in meetings. how and when is orientation done? how frequent does the board meet? if they've been duly elected to the board not sure how one member can prevent the new one from attending. and what is your role in playing board police on this?

but sar? never...
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#2191252 - 08/30/18 04:45 PM Re: BOD is it misue of position or self-dealing? Secret Squirrel
P*Q Offline

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P*Q
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SAR worthy? No Extremely strange and antiquated practice? Yes, IMO

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#2191259 - 08/30/18 05:28 PM Re: BOD is it misue of position or self-dealing? Secret Squirrel
Richard Insley Offline
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Richard Insley
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Toano, VA
Originally Posted By Terri
would there be another avenue to report this activity?
Directors represent the stockholders and it is the stockholders who have the ultimate authority to purge their company of anything undesirable. Such an action would play out at a stockholder's meeting and would require the approval of a majority of the shares of the corporation--a heavy lift in all but the most closely held corporations. Other than a corporate action to unseat one or more properly elected director(s), it would seem that the only recourse would be for the new director to sue one or more other directors for damages (which would have to be enumerated)--also a heavy lift.

Unless they are stockholders or directors, the "some" who are saying there is discrimination of some kind, have no voice in the matter. If they feel strongly enough, they are always free to terminate their employment and look for employment in a banking company with a corporate culture more to their liking.
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#2191292 - 08/30/18 07:12 PM Re: BOD is it misue of position or self-dealing? Secret Squirrel
Secret Squirrel Offline
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Thank you all for your input. Some updated information. This is for a credit union Board of Directors.And there has never been a practice of completing "board orientation" prior to being allowed to attend a BOD meeting or speak with other members of the BOD. Person was elected to the BOD by the membership at an annual meeting and has been told they must complete the "board orientation" prior to attending. The individuals that are reporting this activity believe that it is gender and race discrimination. We are being asked to file a SAR on this and I did not think that a SAR is the right reporting tool. Maybe reporting to NCUA or our state regulator?

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#2191296 - 08/30/18 07:28 PM Re: BOD is it misue of position or self-dealing? Secret Squirrel
RR Joker Offline
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The Swamp
If they are now mandating orientation, I would imagine that said orientation should be scheduled expeditiously so that any new board members can attend it prior to the next regularly scheduled board meeting after election [within reason].

I see nothing wrong with orientation as being a member of a financial institution carries huge responsibility and liability...but there needs to be a 'process'.
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#2191316 - 08/30/18 08:45 PM Re: BOD is it misue of position or self-dealing? Secret Squirrel
LiveFunLife Offline
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Joined: Dec 2017
Posts: 91
Terri call the NCUA and explain the situation to them.

Just because there has never been something before doesn't make it wrong or else all laws or practices would never take off. Some are quick to jump to a protected class and wanting legal action when it may just be a bad implementation of a new rule.

Is the Board Orientation in the meeting minutes? If not, then it is not really a procedure then you have a more clear picture at their motives.

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#2191667 - 09/05/18 05:06 PM Re: BOD is it misue of position or self-dealing? Secret Squirrel
ACBbank Offline
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New York City
Who is asking that a SAR be filed?
_________________________
"100 victories in 100 battles isnt the most skillful. Subduing the other's military w/o battle is the most skillful." Sun-Tzu

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#2191674 - 09/05/18 05:49 PM Re: BOD is it misue of position or self-dealing? Secret Squirrel
rainman Offline
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rainman
Joined: Nov 2004
Posts: 3,081
This is a board governance issue and should be handled as such. I would be very reluctant to invite the regulator to weigh in - you never know where that will lead, and they likely will not have adequate background information to provide useful input. If an employee is concerned about risk or liability, their concern should be directed to the appropriate place per your credit union's policy (perhaps the supervisory committee or the board chair or executive committee?).
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#2191706 - 09/05/18 07:50 PM Re: BOD is it misue of position or self-dealing? Secret Squirrel
RockChucker, CAMS Offline
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The Country
It is not unreasonable to require a new board member to go through some training and familiarization prior to doing anything else. Many individuals on CU boards have no banking experience so the training is very useful.
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A successful man is one who can lay a firm foundation with the bricks others have thrown at him.
-David Brinkley

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#2191724 - 09/05/18 10:03 PM Re: BOD is it misue of position or self-dealing? Secret Squirrel
OldeTymeBanker Offline
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Joined: Mar 2016
Posts: 55
Also, just pointing out that this was not posted anonymously, if that was the original intention.
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