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Board Orientation

Board Orientation. Mission and Guiding Principles Roll of Directors/Alternate Director Board Resource Center Board Governance Manual Strategic Plan Budgets Expense Reports Conflict of Interest Policy Board Process – Holism – Meeting Process Board’s That make a Difference

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Board Orientation

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  1. Board Orientation

  2. Mission and Guiding Principles • Roll of Directors/Alternate Director • Board Resource Center • Board Governance Manual • Strategic Plan • Budgets • Expense Reports • Conflict of Interest Policy • Board Process – Holism – Meeting Process • Board’s That make a Difference • Board Meeting Schedule • Adjournment Order of Business

  3. MCUL AND Affiliates

  4. The Michigan Credit Union League will provide credit unions with advocacy on legislative and regulatory issues and information solutions that help educate and inform their directors, executives and staff. • Guiding Principles: • Provide advocacy on issues that help credit unions remain strong and competitive. • Communicate the Credit Union Difference through various earned and paid media strategies. • Provide information and training solutions that help credit unions to be compliant with regulations and to be well-informed. MCUL Mission and guiding principles

  5. CUcorp will develop and offer fee-based solutions that help credit unions serve their members, grow their business and build financial strength while providing financial support for the MCUL. • Guiding Principles: • Coordinate governance, planning, marketing and product development for MCUL & Affiliates and CU Solutions Group. • Serve Michigan’s credit unions with high-quality, affordable fee-based solutions. • Contribute leadership and cooperation in support of league and league service corporation collaboration. Cucorp mission and guiding principles

  6. CU Solutions Group will help its customers serve, grow and build financial strength by offering solutions that manage strategies pertaining to technology, marketing, membership enhancements and performance management. • Guiding Principles: • Understand and serve customers’ needs. • Focus on our strengths. • Seek synergies with partners. • Offer well-branded, high-quality, price-competitive solutions • Hit aggressive financial targets for investor ROI. Cu solutions group mission and guiding principles

  7. Helping CUs: • Serve • Grow and • Remain Strong • Advocacy • Legislative Lobbying • Regulatory Lobbying • Public Relations & Cooperative Advertising • Cooperative Solutions • Information • Education & Events • Website & Publications • Information Central & InfoSight • CRI, Research & Chapter Support Planned Merger of HRN and CU Village MarketingSolutions TechnologySolutions MembershipEnhancementSolutions HRN PerformanceSolutions Lending Solutions MI Partnerships • Cards • Mortgage • Student • Auto • Small Biz • CU Solutions Group • Insurance Services • Fee Income Resources • Cost Control Resources • Other Partnerships • Marketing • Advertising • Research • Branding • Websites • Content • Security • Applications • Domestic Auto • Sprint • Member Rewards • Performance Pro • Compease • HR Suite • Planning Pro • Governance Solutions • Financial/Merger Plans

  8. MCUL & Affiliates CEO Dave Adams Marketing & Sales Technology Solutions Education & Events Advocacy Product Development & Partner Relations Marketing Solutions Compliance Support Public Relations & Publications Membership Enhancement Solutions MI Sales & CU Relations CRI and Cooperative Initiatives Performance Solutions Executive MT Member MT Member Administration MI Lending Solutions

  9. MCUL & Affiliates CEO Dave Adams Management Services for CUV, Governance and Planning, Product Dev’t, Marketing & Sales for MCUL, CUcorp and CU Solutions Group. Operational management for CU Solutions Group’s 4 national Solutions areas. Active participation in planning, development and sales. Marketing & Sales CU Village Web Solutions • Responsible for marketing plans, through contract with CUSG Marketing Solutions , national sales for CUSG and large MI CUs. • Manages all technology-related support for MCUL & Affiliates and external clients. Also manages operations for all technology solutions. Product Development & Partner Relations Marketing Solutions • Invest in America partner relations, product development and strategic planning for all companies, and management of Center for Board Excellence on behalf of CUSG’s HRN Performance Solutions area. • Provides marketing planning for MCUL & Affiliates in conjunction with CUcorp Marketing & Sales and senior management. Manages all marketing solutions for MCUL & Affiliates and external clients. Membership Enhancement Solutions MI Sales & CU Relations • Responsible for Michigan CU sales and CU Relations on behalf of CUcorp,CUSG and MCUL for all credit unions. Additional support provided by Marketing& Sales division for CUs > $250m • Manages all membership enhancement programs including website maintenance, customer interface, training, communications and performance metrics. HRN Performance Solutions Administration • Manages all HRN performance solutions including support for MCUL & Affiliates and external clients. Michigan HR solutions report to Michele. • Responsible for Finance, HR, and facilities issues for all companies. Also provides reports for planning and board reporting for all companies. MI Lending Solutions • Manages all lending solutions on behalf of CUcorp, primarily for MI clients and potentially in support of other call center functions for IIA.

  10. Election to a seat on the MCUL Board provides a mandate to act on behalf of the League membership in two ways: • To represent the credit unions and their members’ best interests within the district. Directors should be aware of the needs of their constituency when evaluating programs or voting on proposals. • To also represent all credit unions in the state. Therefore, all proposals and programs should be considered in light of the benefits derived for all Michigan credit unions. Roll of MCUL Director/Alternate Director

  11. In addition to attending Board meetings and the meetings of any committees to which they have been assigned, Directors should also work actively within their own district/chapters. Regular attendance at chapter meetings will ensure ample opportunities to share concerns and desires regarding MCUL and Affiliates service programs. • It is important that Directors set aside time to review and study information sent to them. Completion of such study will help ensure that they become effective leaders – who know what’s going on, not only at the state level, but on the national level and throughout the financial community. Roll of MCUL Director/Alternate Director

  12. Key Board functions include: • Set and update governance policies • Approve an annual operating budget • Hire and supervise the President/Chief Executive Officer • Engage in on-going strategic planning • Achieve quality two-way communication with constituents assisted by President/CEO. Roll of MCUL Director/Alternate Director

  13. The MCUL and Affiliates has a Board Resource Center for Board Members Use. • It can be accessed via the MCUL website (under About us) or by the following url: http://boardsite.mcul.org • If you have any questions regarding the information on the Board Resource Site contact Heidi Kubinski at 1-800-262-6285 ext. 209. Board Resource Site

  14. Contains Current/Past Board meeting materials Board Reports Past Minutes Audit Reports Board Governance Manual Strategic Plan Budgets Link to CUV Board Site Board Resource Site

  15. Board Resource Site Use same e-mail address and password to access MCUL board website protected areas.

  16. Board Resource Site – Home Page

  17. An effective Board drives the success of the league. Their method of governance is strategic and directional rather than operational. The League CEO is empowered by the Board to manage the operations of the League, based on direction given by the Board. This direction is given in the form of policies and strategic plans. • Governance policies are not all-inclusive statements of what the MCUL and Affiliates should be doing, and how it should be doing it. Board Governance Manual

  18. Rather, these policies are broad directives that give general guidance in four areas: • Organization & Services Policies • Executive Limitations Policies • Board/CEO Relationship Policies • Board Process Policies Board Governance Manual

  19. Board Governance Manual Link to Board Governance Manual is on Board Resource Site.

  20. The Strategic Plan is a comprehensive document which encompasses information for MCUL/CUcorp/CUV/HRN as well as financial projections and Key Performance Measurements for all entities. • The Strategic Plan is a ppt presentation which staff update quarterly. Strategic Plan

  21. MCUL & Affiliates Strategic Plan Framework Issues Initiatives Compliance Solutions Strategies Compliance Support Initiative Identify, Understand, Advocate, Report Plans, Participation, Communication & Solutions Value, Quality, Communication

  22. Strategic Plan Link to Strategic Plan is on the Board Resource Site.

  23. Budgets Budgets for all companies can be found on the Board resource site home page.

  24. Board members are asked to complete expense reports for each meeting they attend if they are seeking reimbursement or mileage or other expenses. Staff can provide hard copies of expense report for your use, or The Expense report form is available on the Board Resource Site. Expense Reports

  25. Expense Reports Link to Officials Expense Report Form.

  26. Directors shall observe the highest standards of personal conduct at all times. Integrity, competence and a cooperative spirit should be the hallmarks of a director. Conflict of Interest

  27. The Conflict of Interest Policy states: THEREFORE, BE IT RESOLVED, that the League Board of Directors hereby formally establishes and promulgates as policy of the Michigan Credit Union League and CUcorp that no League policymaker shall have any affiliation or material interest in any business which is in or might reasonably be likely to conflict with the duties of any such person in the performance of his or her responsibilities for the League or CUcorp, or which would have a tendency to influence or affect the judgment of any such person with respect to any transaction of the League or CUcorp unless such policymaker shall provide full and complete disclosure thereof to the League Chairman who in turn shall provide such information to the League Board of Directors. BE IT FURTHER RESOLVED, that each League policymaker shall be provided with a copy of this Resolution of the Board of Directors and shall be requested to furnish a statement addressed to the Chairman c/o the CEO of the League acknowledging receipt of a copy of this Resolution and certifying agreement to make full and complete disclosure of any conflict of interest which any such person has or may have which is within the intent expressed by the foregoing Resolution, all for further report to the Board by the Chairman, and that such procedure shall be repeated during the first 20 days of July each year. Conflict of Interest

  28. Board members are trustees for the membership of the League and must bear initial responsibility for the integrity of governance. The Board is responsible for its own development, its own discipline, and its own performance. Board Process – Holism – Meeting process

  29. The job of the League is to achieve its mission in a prudent and ethical way. The function of the Board is to make certain contributions that are necessary for proper governance and management of the League. Consequently, the “products” of the Board governance process shall be: Connection between the League and the member credit unions at large. Written governance policies that address: • ORGANIZATIONL AND SERVICE NEEDS (what benefits, which needs, what cost) • EXECUTIVE LIMITATIONS (prudent and ethical limitations binding upon League personnel) • BOARD/CEO RELATIONSHIP (passing of power and measurement of its use) • BOARD PROCESS (how the Board carries out its task) • The assurance of League personnel performance (through control and evaluation of the CEO). Board Process - Holism – Meeting Process

  30. Questions

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