Iowa Admin. Code r. 189-12.7

Current through Register Vol. 47, No.14, January 8, 2025

Rule 189-12.7 - Specific voting requirements to modify, amend, or reverse an act of the board of directors or to instruct the board to take action

(1)Vote of members at meeting. The majority of members present at any meeting may vote to modify, amend, or reverse any act of the board of directors or instruct the board to take action not inconsistent with the articles of incorporation, the bylaws, or the Iowa credit union Act or administrative rules.

(2)Subsequent vote of membership. In order to be binding upon the board of directors, any action taken by the membership to modify, amend, or reverse an act of the board, or to instruct the board to take action, requires an affirmative vote of a majority of all eligible members obtained by submitting the modification, amendment, reversal, or instruction to the members for a vote.

a. After a majority of members present at a meeting have voted to modify, amend, or reverse any act of the board of directors, or to instruct the board to take action not inconsistent with the articles, the bylaws, or the Iowa credit union Act or administrative rules, the board of directors shall meet to determine the method of voting for the membership vote and shall, within 60 days of the date of the meeting where the majority of members voted to modify, amend, or reverse an act of the board of directors, or to instruct the board to take action, submit the issue to all eligible voters of record as of the date of the meeting.

b. The board of directors shall, by majority vote, select the method of voting for the membership vote, in accordance with Iowa Code section 533.203. Each credit union member shall have a meaningful opportunity to vote in a membership vote. The board of directors shall vote to conduct the vote in whole by electronic voting only if all members have access to an electronic voting device. If the number of members who have opted to receive notices electronically is less than all members, the board may provide access to an electronic device in each credit union office for the members to vote electronically in order to satisfy the access requirement. Otherwise, the board shall also conduct the vote in part by mail-in ballot or in person at a meeting held for the purpose of voting, pursuant to the requirements of this rule.

c. If a simple majority of all eligible votes cast are in favor of the amendment, modification, reversal or instruction to take action, the vote of the members taken at the annual or special meeting shall be considered affirmed, and the board of directors shall take immediate action to comply with the directions of the membership. However, if a simple majority of all votes cast are not in favor of the amendment, modification, reversal or instruction to take action, the vote of the members taken at the annual or special meeting is not affirmed, and the prior action of the board of directors shall be considered upheld.

(3)Preservation of ballots. Ballots shall be preserved according to the requirements of rule 189-12.11 (533). The 60-day retention period required by subrule 12.11(2) shall run from the date the results are certified to the board by the election committee.

(4)Publication of results. The board shall inform the membership of the results of the vote according to the provisions of rule 189-12.12 (533). The 60-day posting period required by subrule 12.12(1) shall run from the date the results are certified to the board by the election committee.

Iowa Admin. Code r. 189-12.7

ARC 0938C, IAB 8/7/2013, effective 9/15/2013

Amended by IAB December 15, 2021/Volume XLIV, Number 12, effective 1/19/2022