Overview of the Director Nomination and Election Process


Board of Directors Election

The 2020 Director Nomination and Election Process will has commenced, with the nominations period closing November 29, 2019.  General information on Director Eligibility and Requirements and Director Competencies as well as the activities associated with the process can be found below. Access the Director Nomination Package »

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Director Eligibility and Requirements

Each year, the Director Nomination and Election process begins in October and concludes with an election in April.

There are mandatory requirements for an individual to be eligible to be a director of CUA.  Pursuant to section 7.13 of the Charter By-Laws, an individual is not eligible to be a director of CUA if any of the following parameters exist:

  • anyone who is less than nineteen (19) years of age;
  • anyone who is not an individual;
  • a person who has the status of an undischarged bankrupt;
  • a current employee of CUA, or any immediate family member of the employee or anyone who, in the past three (3) years has been an employee, or is an immediate family member of a former employee of CUA, Atlantic Central, League Savings & Mortgage Company or the Nova Scotia Credit Union Deposit Insurance Corporation;
  • an auditor of CUA or a member (whether a partner or employee) of the firm of accountants of which the auditor is a member;
  • a solicitor of CUA, or a member (whether a partner or employee) of the firm of solicitors of which the solicitor is a member;
  • a person who is in breach of any policy of CUA;
  • a person employed in the Civil Service whose official duties are concerned with the affairs of credit unions; and,
  • a person who has a loan with CUA that is more than forty-five (45) days in arrears.
Further and pursuant to section 7.14 of the Charter By-Laws, a director cannot apply for an employment position with CUA while he or she is an active director or for a period of three (3) years after having ceased to be a director of CUA.  No immediate family member of a Director shall be eligible for employment or any position with CUA while the director is an active director of CUA.

Director Competencies

CUA has a robust corporate governance framework intended to facilitate the effective conduct and operation of the Board.  As part of this framework, the Board considers the individual and collective competencies required to fulfill its mandate and reviews this information on an annual basis.  In addition to meeting the Director Eligibility Requirements, directors are expected to have the ability to act in the best interest of CUA, to operate "as a team" at the Board level and to be able to "speak with one voice" once a full discussion has been undertaken and a decision has been made by the Board in accordance with its governance framework.

As a community-based banking institution, directors are expected to develop an understanding of the cooperative principles and values that govern CUA, and have a good cultural fit with a member-owned business.  Behavioral competencies are critical to the overall strength of the Board.  Directors must be collaborative, engaged, respectful and comfortable in making sound decisions with due consideration of the various factors that are relevant to the issue.  Directors must also be prepared to commit the required time and energy to serve on the CUA Board, including the commitment to maintain up-to-date knowledge of industry standards and global trends impacting CUA.

Each year and in advance of the nomination and election process, the Board identifies the specific skills, experience and competencies required on the Board as a whole.  In identifying these areas, the Board assesses the environmental landscape in which CUA operates as well as considers the future strategic direction of the organization.  It then reviews the current skills on the Board and determines if there are any gaps that should be filled in the upcoming director election process.  

Based on its recent assessment, the following competencies have been identified as providing the best complement to the existing skill sets on the Board (in alphabetical order):

  1. Banking industry expertise;
  2. Business development;
  3. Financial and audit;
  4. Information technology.

Overview of the 2020 Director Nomination and Election Process

For the 2020 Director Election process, members will be electing candidates to fill four (4) positions, three (3) of which are for a three-year term and one (1) for a two-year term in order to create consistency in the number of positions elected each year.  The candidate who receives the lowest number of votes in the 2020 election will receive the two-year term.

The key activities and associated timelines for the 2020 Director Nomination and Election process are as follows:

  1. Call for nominations opens and the Director Nomination Package is available on CUA’s Website. (October 15th)
  2. Call for nominations closes and all completed Nomination Forms are submitted. (November 29th by 4 p.m.)
  3. The Governance Committee reviews the Nomination Forms and confirms the eligibility of nominees. (December 15th)
  4. Interviews are held with each nominee.  The Governance Committee considers all information, including the identified competencies and skills needed on the Board, and determines which of the nominees should be recommended candidates. (January 31st)
  5. The Governance Committee recommends to the Board the slate of recommended candidates. (February 18th)
  6. All candidates are contacted and advised of their status. (February 25th)
  7. Candidates name, Candidate Statement and photograph of each eligible candidate are disseminated to members via CUA's Website, branches and Corporate Office. Information on the election is communicated through all channels, including social media. (March 10th)
  8. Voting is conducted through three options during the defined election period (April 6th -17th): 1. in-person voting at the branches and Corporate Office during business hours; 2. online voting; and, 3. in-person voting, between 6:00 – 7:00 p.m., one hour before the AGM at the AGM location.
  9. The results of the election are announced at the AGM. (April 21st)
  10. Contact is made to all candidates to advise of the outcome of the election immediately following the AGM. (April 22nd)
 

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