FROM: Sheila A. Albin, Associate General Counsel
You have asked this office to review a proposed nonstandard bylaw amendment requested by [redacted] Employees Federal Credit Union ([redacted]) to reduce the 24-hour voting time frame that ballot boxes are available to “at least 8 hours.” Federal Credit Union Bylaws, Art. V, Section 2(c). Because NCUA has not previously reviewed the proposed amendment, you must consult with other Regional Directors and receive the concurrence of this office before approving or disapproving the request. Delegations of Authority, Supervision, SUP 12. While we agree with your opinion that the proposed amendment is more restrictive than the standard provision in Option A3, we conclude it is legally permissible.
Among the four election procedure options in the Federal Credit Union Bylaws, one option allows federal credit unions (FCUs) to provide members an opportunity to vote at ballot boxes over a 24-hour period, in addition to voting at the annual meeting. FCU Bylaws, Art. V, Option A3. This is the bylaw [redacted] currently has and it proposes to reduce the number of hours that ballot boxes are open for voting after noticing a decline in the number of members who have voted over the last two years. If an FCU determines that making ballot boxes available over an 8-hour period is a sufficient amount of time for its members, neither the Federal Credit Union Act nor our regulations prohibit the FCU from establishing an 8-hour voting window.
We note that the previous Federal Credit Union Standard Bylaw Amendment and Guidelines allowed an FCU to adjust the hours of the day or number of days that the FCU made ballot boxes available for voting to meet its needs. We have attached a memorandum from me to [redacted], dated July 6, 2001, and a letter from me to Jo Ann Broderick, dated March 23, 2000, that illustrate an FCU’s flexibility in establishing election procedures.
We also note that, while the proposed amendment is more restrictive than [redacted] current bylaw, it nevertheless provides more opportunity for members to vote than two of the other bylaw options that limit voting to those who attend the annual meeting. FCU Bylaws, Art. V, Options A1, A2. The bylaw options requiring that members vote during the annual meeting provide the shortest possible time period for members to cast their votes. Although it wishes to reduce the number of hours a ballot box is available, [redacted] is still enhancing its members’ ability to vote by providing access to ballot boxes rather than requiring that they attend the annual meeting. See FCU Bylaws, Art. V, Section 2(d).