Agenda & Rules of Order Friday, May 17, 2024 – 3:30 PM Battenkill Room Equinox Resort, Manchester, VT 1. Call to Order 2. Incorporation of the Official Call into the Minutes 3. Credentials Committee Report 4. Acceptance of the Rules of Order 5. Appointment of a Parliamentarian 6. Approval of the Minutes of the 76th Annual Meeting 7. Old & New Business 8. Elections 9. Reports 10. Adjournment I) Robert’s Rules of Order shall govern the meeting in all cases in which they are applicable and in which they are not inconsistent with the Bylaws of the Association of Vermont Credit Unions, A parliamentarian shall be appointed by the Chairman. III) The report of the Credentials Committee shall be accepted as evidence of delegates and alternates in attendance at the Association meeting in determining the presence of a quorum. The presiding officer may designate the method to be used unless over-ruled by majority vote on appeal from the decision of the Chair. 2023 Annual Meeting & Convention Final Report of the 2024 AVCU Nominating Committee TO: Member Credit Union Manager / CEOs, Chairs, & Delegates FROM: 2024 AVCU Nominating Committee BBrett Smith (Chair) – One CU DATE: May 15, 2024 The Nominating Committee of the Association of Vermont Credit Unions has performed the task of selecting candidates to fill three expiring three-year terms on the Association’s Board of Directors at the 2024 Annual Meeting of members. On April 1st, 2024, a request was sent to member credit unions for the purpose of soliciting names of possible candidates to fill these vacancies. After careful consideration, the Committee decided to nominate Lisa Huyer, Stacey Benoit, and John Dwyer for election to the three expiring three-year terms on the Association’s board of directors. Petition Nominations Association bylaws allow for additional nominees to be added to the ballot by petition. Any qualified individual seeking to be added to the 2024 director elections ballot was required to submit his / her completed petition and qualifications to the Nominating Committee by May 2, 2024. No petition candidate nominations were received prior to the deadline, so the slate of candidates remains as originally presented. Absentee Ballots Under Association Bylaws, member credit unions are allowed to vote for Directors by absentee ballot prior to the announced deadline of May 14. As the original slate of candidates remains unchanged, with three candidates for two expiring three year positions and one unexpired two year board term, all three candidates will be elected by acclamation during the annual business meeting which will be held Friday, May 14th, 2024 at 3:30 PM in the Battenkill Room of the Equinox Resort and Spa. Report of the 2023 – 2024 Audit Committee April 25, 2024 Board of Directors On Thursday, April 25, 2024, the committee met to review and receive the financial reports of the Association of Vermont Credit Unions and its subsidiary Association of Vermont Credit Unions Services Corporation. We met via teleconference with Association President Joe Bergeron, Finance Administrator Mary Robert, and Jesse Rocheleau, Certified Public Accountant of A.M. Peisch & Company. The committee reviewed the report prepared by A.M. Peisch & Company, about which Mr. Rocheleau noted highlights and responded to Committee questions. After reviewing the report and supporting documentation, the Audit Committee found it to be thorough and understandable. The financial statements were found to be in balance, with proper accounting procedures being followed. Available as a separate document are the Consolidated Financial Position and Consolidated Statement of Activities for the Association of Vermont Credit Unions, Inc. and Subsidiary as of December 31, 2023. A copy of the Reviewed Financial Statements and Report is on file at the Association office and is available to member credit unions upon request. We want to thank Association staff and A.M. Peisch & Company for their cooperation in explaining and reviewing the financial report of the Association of Vermont Credit Unions, Inc. and Subsidiary. Respectfully submitted, Susan Leonard, Chair, New England FCU Minutes of the 76th Annual Business Meeting The seventy-sixth Annual Meeting of the Association of Vermont Credit Unions, Inc. (AVCU) was called to order by Chair Carrie Allen at 3:08 p.m. A motion was made by Kevin Loso (Heritage Family FCU) and seconded by Jim Adorisio (NorthCountry FCU) that Robert’s Rules of Order and the “Rules of Order” as published on the Reports page of AVCU’s online Annual Yearbook be adopted as governance for the meeting. SO VOTED. Introductions – Chair Allen introduced AVCU Board Vice-chair Rick Hommel (VSECU), Treasurer Lisa Huyer (NorthCountry FCU), Secretary Brett Smith (One CU), Director, Jean Giard, (Vermont Federal CU), Director Sean Gammon (802 CU) was absent. She then introduced Thomas Brock, AVCU’s Legal Counsel from the firm of Brock and Brock, PLLC (participating virtually). She also welcomed Aaron Ferenc, Deputy Commissioner from Vermont Department of Financial Regulation and Jesse Rocheleau, CPA, from AVCU’s accounting firm of A. M. Peisch & Company, LLP, to today’s meeting also participating virtually. Ms. Allen appointed Mr. Brock to serve as parliamentarian for the business meeting. Chair Allen thanked President Bergeron and the staff for the work done during the previous year. Chair Allen appointed Mary Robert (AVCU) as Recording Secretary for the Minutes and noted that Jen Malroux and Michelle Fullerton (AVCU) had served as the Credentials Committee. Minutes – A motion to dispense with the reading of the Minutes of the 75th Annual Meeting and to accept them as published on the Reports page of AVCU’s online Annual Yearbook was made by Bob Lake (Green Mountain Credit Union) seconded by Matt Levandowski (Heritage Family CU). SO VOTED. New Business – None Old Business – None Chair Allen then called upon President Joe Bergeron to briefly speak on proposed bylaw amendments. Chair Allen then conducted a voice vote for each bylaw amendment. ylaw Amendment #1 A motion was made by Nate Cobb (One CU) and seconded by Matt Levandowski (Heritage Family FCU) to accept the amendment as written. SO VOTED. Bylaw Amendment #2 A motion was made by John Dwyer (New England FCU) and seconded by Matt Levandowski (Heritage Family FCU) to accept the amendment as written. SO VOTED. Elections – Chair Allen called upon Vice-Chair Rick Hommel to announce the results since she was a candidate in this election. Vice- Chair Hommel thanked Election Committee Chair Jean Giard (Vermont FCU), and members Sean Gammon (802 CU), and Lisa Huyer (NorthCountry FCU) for their service. He noted that the final report of the Nominating Committee is published on the Annual Reports page of AVCU’s website. He then announced that no petition requests to add candidates to the ballot were received by the announced deadline of May 5th, both of the member credit union’s electoral votes were cast for the three candidates who were nominated by the Committee so the slate of candidates remained unchanged. Since no petition candidates were received, the candidates presented in the Committee’s report remain Carrie Allen, Heritage Family Credit Union, Brett Smith, One Credit Union, and Robert Lake, Green Mountain Credit Union. As there are three candidates for two expiring three-year positions and one unexpired two-year board term, it was declared incumbents Carrie Allen and Brett Smith are elected by acclamation to the three-year positions and Robert Lake is elected by acclamation to the unexpired two-year term. Vice-chair Hommel then congratulated all candidates. Reports – Chair Allen thanked the members of all AVCU Committees for their work throughout the year and encouraged all to use AVCU’s website, the member, associate member, and associate business member directories as a reference for Vermont credit union data throughout the year. Printed copies of the annual reports published online including financials which are available upon request were located at the credentials table upon entering the meeting. Chair Allen then called upon President Joe Bergeron for his management report, who commented on Association and Vermont credit unions operations during the past year. A motion was made by Robert Lake (Green Mountain CU) and seconded by Matt Levandowski (Heritage Family FCU) to dispense with the reading of reports and accept them as published on the Reports page of AVCU’s online Annual Yearbook. SO VOTED. Chair Allen then called upon honored guests Aaron Ferenc, Deputy Commissioner from Vermont Department of Financial Regulation to address the meeting virtually. Chair Allen then invited Charlyn Delano, Account Executive with CUNA Mutual Group and Denise Nowinski, Director of Education and Member Relations at Tricorp FCU to each address the meeting individually. djournment – The meeting was adjourned at 3:37 p.m. upon a motion by Jim Adorisio (NorthCountry FCU) and seconded by John Dwyer (New England FCU). SO VOTED. Respectfully Submitted, Brett Smith, Secretary * * * * * At a re-organizational board of directors meeting immediately following the AVCU Business Meeting, the following officers were elected for 2023/ 2024: Chairman – Carrie Allen 2024 Annual Meeting & Convention Association Delegate Information Sheet Dear Delegate or Alternate: The 77th Annual Business Meeting of your state credit union trade association will be held at Equinox Resort on Friday, May 17, 2024 at 3:30 PM. We offer the following information to help you be a more effective Delegate. Upon arrival at Equinox Resort on Friday afternoon, please be sure to first check-in at AVCU's Convention Administration desk in the Pre-function area on the Garden Level to receive your name badge (see attached weekend schedule and property map). WHERE AND WHEN - The Association Business Meeting will commence promptly at 3:30 PM in the Battenkill Room on the Resort’s main floor. All appointed Delegates (or their Alternates if applicable) are asked to check in with the Credentials Committee at the entrance to the meeting room starting at 3:10 PM. At this time, you will be confirmed as an official Delegate from your credit union. Please confer with your delegation prior to the meeting to be certain your appointed Delegates are present or to determine the need for Alternates. BUSINESS MEETING REPORTS - There are several reports which may be of value to you during the Business Meeting. These include the Agenda and Robert's Rules of Order, Minutes of the 76th Business Meeting, reports of the 2023-2024 Audit and Nominating Committees (all attached to this email), and AVCU, Inc. & Subsidiary 2021 Financial Statements. You may request a digital copy of the financial statements by email or ask for a printed copy at the Credentials Committee table when you check-in at the Business Meeting. We request that all Delegates be checked in and seated no later than 3:25 PM in order to determine a quorum and allow the meeting to convene promptly at 3:30 PM. DELEGATES - Per Association Bylaws, each member credit union attending the meeting is allowed two (2) votes regardless of the number of Delegates / Alternates present. Thus, a credit union which sends one Delegate may cast both of the credit union's votes in elections or other votes. ALTERNATE DELEGATES - If a designated Delegate cannot attend, a legal Alternate (as certified by the credit union's CEO) may take his / her place. The designated Alternate will be entitled to the same voting privileges as the Delegate. Alternates replacing a Delegate must inform the Credentials Committee when checking in at the Business Meeting. PARLIAMENTARY PROCEDURE - The Board Chair of the Association of Vermont Credit Unions will preside over the meeting and designate an official parliamentarian to assist. The parliamentarian may only be addressed through the presiding officer. Those wishing to speak should address the presiding officer as Madam Chair, wait until they are recognized, and then state their name and the name of their credit union prior to asking a question or making a comment that will be recorded in the meeting's minutes. In addition, when making or seconding a motion, Delegates are asked to clearly state their name and credit union in order for the recording secretary to maintain accurate minutes. The meeting will be conducted in accordance with Robert’s Rules of Order. AVCU appreciates your participation in our 2024 Business Meeting! 77th Annual Business Meeting Agenda & Rules of Order
Final report of the 2024 AVCU Nominating Committee
Wanda Dunham – White River CU
Jean Giard – Vermont Federal CU
Report of the 2023 / 2024 Audit Committee
Association of Vermont Credit Unions, Inc
Association of Vermont Credit Unions Services Corporation
Lisa Huyer, NorthCountry Federal CU
Evelyn M Sirois, Members 1st CU Minutes of the 76th Annual Business Meeting
Equinox Resort, May 19, 2023
Secretary Brett Smith announced that the Official Call to the 76th Annual Meeting was emailed to all member credit unions on February 9th, 2023.
The Credentials Committee Report was given by Secretary Smith, who stated that 10-member credit unions were present and participating virtually for a total of 20 delegate votes. A quorum was declared.
Vice Chairman – Rick Hommel
Treasurer – Lisa Huyer
Secretary – Brett Smith 2024 Delegate Information Sheet
