2023 Code of Alabama › Title 5 - Banks and Financial Institutions. › Chapter 17 - Credit Unions. › Article 1 - General Provisions. › Section 5-17-11 - Election of Officers; Duties of Officers and Directors; Compensation; Liability.

Section 5-17-11
Election of officers; duties of officers and directors; compensation; liability.
(a) At the first meeting and at subsequent times prescribed in the bylaws, the directors shall elect a president. The president must be either a member of the board of directors or an employee of the credit union who is not a member of the board of directors. If the credit union elects a president who is not a member of the board of directors, the board of directors shall elect from their own number a chair and one or more vice chairs of the board of directors. The board of directors, in accordance with the bylaws, may remove any officer who is not a member of the board of directors. At the first meeting and at subsequent annual meetings prescribed in the bylaws, the directors shall elect from their own number, a secretary and treasurer, who may be the same individual. To nominate a candidate by petition, the petition should conform to the requirements as specified in the bylaws. The bylaws will state the number of members required to sign a petition which can be as few as three members or more as stated in the bylaws. For natural person credit unions, the maximum number cannot exceed the lesser of one percent of the membership or 500 members. For corporate credit unions, the maximum number cannot exceed the lesser of five percent of the membership or 25 members. Candidates shall be given a minimum of 35 days from the postmark date to present a petition.
(b) The duties of the officers shall be as determined in the bylaws. It shall be the duty of the directors to have general management of the affairs of the credit union, particularly:
(1) To act on application for membership.
(2) To determine interest rates on loans and on deposits; provided, that such loans shall be at reasonable rates of interest.
(3) To fix the amount of the surety bond which shall be required of all officers and employees handling money.
(4) To declare dividends, and to transmit to the members recommended amendments to the bylaws.
(5) To fill vacancies in the board and in the credit committee in accordance with the bylaws of the credit union.
(6) To determine the maximum individual share holdings and the maximum individual loan which can be made with and without security.
(7) To have charge of investments other than loans to members.
(8) To establish the par value of the share.
(9) In the absence of a credit committee, and upon the written request of a member, review a loan application denied by a loan officer.
(c) No member of the board or any committee shall, as such, be compensated. Notwithstanding the foregoing, for his or her services to the credit union, providing reasonable life, accident, and similar insurance protection shall not be considered compensation. Directors, officers, and committee members may be reimbursed for necessary expenses incidental to the performance of the official business of the credit union. Expenses may include the payment or reimbursement of travel costs for members of the board or any committee and one guest per member of the board or any committee that were reasonable, proper, and incurred on official business of the credit union, in accordance with written policies and procedures of the credit union.
(d) Liability and indemnification of officers, directors, trustees, and members of the governing body of a credit union shall be the same as provided for a nonprofit corporation in Title 10A, the Alabama Business and Nonprofit Entity Code; provided, however, a credit union may not indemnify officers, directors, and members of the governing body of a credit union against actions brought in connection with willful violations of this title.
(Acts 1927, No. 597, p. 696; Code 1940, T. 28, §290; Acts 1977, No. 210, p. 282, §1; Acts 1978, No. 469, p. 492, §8; Acts 1983, No. 83-772, p. 1407, §1; Act 2014-317, p. 1122, §1; Act 2016-133, p. 315, §1; Act 2019-130, §1.)