When Directors Fall Short as Fiduciaries
Yesterday I quoted from an NCUA letter which emphasized directors’ primary fiduciary responsibility is to the members, not the organizational entity.
What happens when this principal duty falls short?
Sometimes dissenting directors will just give up and resign. Other times, the entire board votes to hand over their duties to another credit union via merger.
And the members? Most of the time they just lose interest and take their business elsewhere. But very occasionally, they revolt. That is happening at SECU in North Carolina.
The former CEO Jim Blaine resurrected his blogging skills when he was contacted by current employees and members concerned about the direction of the credit union under a new CEO. The daily blog SECU-Just Asking began in March 2023 with this note: Caution: Rant in Progress.
The website’s posts of events and opinions would not have become a rallying point if it had not touched on issues of interest to many.
Members Go Democratic
Now that public dialogue has transformed into action.
The primary check and balance on directors’ oversight is voting to fill board vacancies in the annual election.
Rarely is this process effective. For nominations and election procedures are controlled by the incumbent directors who try to avoid any election with more candidates than vacancies.
SECU members have become engaged. The result of the public dialogue is a contested election according to an article from Business North Carolina.
Social Media Mobilizes Members
Members turned to social media to rally support.
Here is a Reddit example:
"How NC SECU is being turned into an elitist piggy bank (and the narrow window to prevent it)
For almost 100 years the State Employees’ Credit Union (SECU) provided low cost loans and financial services to North Carolina’s active and retired state employees, teachers, and their extended families. SECU historically has been one of the only financial institutions that charges the same low interest rates on mortgages, car loans, credit cards, and financial services to all members regardless of whether they come from a rich, middle income or working class family.
Unfortunately, this approach to treating everyone fairly is changing because of actions by the current SECU Board of Directors. This group – for the first time in the history of the Credit Union – has decided to charge middle class and lower income members and their families HIGHER interest rates so that they can give upper income people LOWER interest rates.
And that’s not all the current board has done. They’ve also:
-Cut services, like the tax preparation assistance program that was available to all members.
-Raised interest rates for the majority of members and their families, while failing to raise interest rates for savings accounts.
-And finally, in an attempt to prevent their opponents from running candidates and entrench themselves in power they’ve changed the longstanding rules and bylaws for SECU Board elections.
This is wrong and we must fight back to save our Credit Union!
The current board is made up of 11 people that no longer represent the interests of the hundreds of thousands of active and retired state employees, teachers, and their families that the Credit Union was founded to serve.
What can you do to fix this?
The board changed the rules to make it extraordinarily difficult for anyone new to serve and to try to silence members’ voices. The board’s new rules require a candidate to get 500 signatures, obtained in person, in 5 days time.
In order to stop this board’s attempt to convert SECU into another traditional bank that looks out for rich elitists at the expense of regular folks, please sign the petition allowing these three candidates who support returning SECU to its historic mission to be on the ballot for the board election this fall.
(the three candidates and brief credentials were then listed)
Again, you are only signing to allow these candidates the opportunity to run for the board, so that we may continue this discussion. If they aren’t on the ballot, there will be NO discussion.
Please go to www.secujustasking.com and request a petition form to submit.
Thanks y’all"
Over twenty comments were posted to this appeal. Some supported, others asked questions. Here is one:
I sense that SECU is currently being run by bankers who don’t understand the competitive advantages the credit union historically had. Banks long ago outsourced much of their lending decision-making to people looking at an application and a credit score on a computer screen. That saved them a lot of money (those local loan officers weren’t cheap), but it created an opening for someone like NCSECU to have an advantage. . .
. . .there’s no question that SECU could have made a lot more money over the years by risk-adjusting lending rates (preferably by something a little more sophisticated than just credit scores), but they were able to keep rates flat, because that fit their ethos as a non-profit better.
I just don’t buy that this is necessary now to keep the institution afloat–I have yet to hear a cogent argument for why this is the case now. It apparently wasn’t necessary in 2008 or 2001, but we’re supposed to believe that rates being hiked back to something more like historical norms is threatening the institution?
Or to put it another way, what have they been doing so wrong lately that they aren’t able to weather this storm the way they weathered storms in the past?
A Test Case
Democracy is a difficult process in all circumstances. American elections are just the most obvious example.
SECU may be the test that illustrates whether the cooperative model of governance can be a real check and balance by members. Can democratic voting be the means to counter the ever present temptation to become an “elitist piggy bank”?
Yep, the whole Country is now watching the antics of "this Board"...
YES! The light is illuminating the darkness. We the members have a duty to vote and not sit on the sidelines and moan about things being unfair. Here's our opportunity to show the country how you fight back and not just let the ruling party run rough shod over its members, the very ones whose money they use to shut em up! Stay Strong!
ReplyDeleteThe rogue SECU Board got its wish to go national with our credit union. Thanks a lot to the large ego, small brained eleven.Hope we can start sending you packing in October
ReplyDeletedefinitely worth reading that twice ... ;)
ReplyDeletewhat we have here is a board and CEO's (starting with Gym) playing the 'Game of Favors" .... with the memberships money none-the-less ....
ReplyDeleteThe more attention brought about regarding This Board, the better!!! Media, articles, blogs, whatever it takes to ensure they are transparent to members - it's OUR money! There are over 2 million of us! Stay engaged and up to date about their non-disclosure, their ever changing rules, policy, spending OUR money, etc. the list is long and growing everyday!!! Remember WE are MEMBER OWNED - not CEO or Board owned!!!
ReplyDeleteWhat time do they announce candidates tomorrow/\? Hoping incumbents do what's needed and quit!
ReplyDeleteChairman Ayers needs to lead the exit. We don't Trust him
DeleteThe Culture Department is no more. HR Block Jared is demoted. Board of directors is next.
ReplyDeleteI have been following Mr. Filson's blog since early February and have gained a great deal of understanding of the importance of credit union leaders staying true to the Origin and the Mission from which credit unions were born.
ReplyDeleteNot for Profit - Member Owned - People helping People - There is a Difference. Not just words on a page - A Movement that must keep Moving Forward - A Foundation that must be Protected- A Purpose to Serve Others- A Goal to Improve Lives. So much more than just a Financial Institution or A Seat on the Board or A Position or A Job.
or an "A" credit score ... people are human beings least we forget in this age of AI ... and I only know one who was perfect!
DeleteAmen!
DeleteWe should be getting the first quarter financial report July-September before the meeting correct?
ReplyDeleteThese Board Members' main concerns over the past months have been trying to figure out a way to maintain their control over Our Credit Union. To the extent of suddenly changing credit union bylaws and voting procedures. I don't pretend to be a financial or legal expert but I do know their actions have been more desperate than what most would expect from a group of volunteers. Still waiting for that root cause for their behavior against us members.
ReplyDelete