| (a) Expense reimbursement. A credit union may reimburse
out-of-pocket travel and related expenses that are reasonable and
appropriate for the business activity undertaken. A credit union shall
adopt a written board policy to administer and control travel expenses
paid or incurred in connection with directors or committee members
carrying out official credit union business.
(b) Payment of fees. Subject to the provisions of this
rule, a credit union may pay a reasonable meeting fee to any of its
directors, honorary directors, advisory directors, (hereafter referred
to as directors) or committee members for attending duly called meetings
at which appropriate credit union business is conducted. Any credit
union electing to pay any type of meeting fee shall annually disclose
to the membership the fees paid in the prior calendar year and scheduled
to be paid in the current calendar year. This disclosure may be provided
to the members as part of the credit union's annual report as prescribed
in §91.310 of this title (relating to annual report to membership).
A credit union, however, may not pay any meeting fees to a director
or committee member if the credit union is operating under a Net Worth
Restoration Plan; or an order issued under Finance Code §122.257
or §122.258.
(c) Enforcement Authority; Prohibition. The commissioner
may prohibit or otherwise limit or restrict the payment of meeting
fees to directors or committee members if, in the opinion of the commissioner,
the credit union has paid, is paying, or is about to pay meeting fees
that are excessive as defined in subsection (f) of this section.
(d) Use of credit union equipment. A credit union may
provide personal computers, access to electronic mail, and other electronic
conveniences to directors during their terms of office provided:
(1) the board of directors determines that the equipment
and the electronic means are necessary and appropriate for the directors
to fulfill their duties and responsibilities;
(2) the board of directors develops and maintains written
policies and procedures regarding this matter; and
(3) the arrangement ceases immediately upon the person's
leaving office.
(e) Insurance. A credit union may, in accordance with
written board policy, provide health, life, accident, liability, or
similar personal insurance protection for directors and committee
members. The kind and amount of these insurance protections must be
reasonable given the credit union's size, financial condition, and
the duties of the director or committee member. The insurance protection
must cease upon the director or committee member's leaving office,
without providing residual benefits beyond those earned during the
individual's term on the board or committee.
(f) Review by board. A credit union shall implement
and maintain appropriate controls and other safeguards to prevent
the payment of fees or expenses that are excessive or that could lead
to material financial loss to the institution. At least annually,
the board, in good faith, shall review the director/committee member
fees and director/committee member-related expenses incurred, paid
or reimbursed by the credit union and determine whether its policy
continues to be in the best interest of the credit union. The Board's
review shall be included as part of the minutes of the meeting at
which the policy and the fees and expenses were studied. Fees and
expenses shall be considered excessive when amounts paid are disproportionate
to the services performed by a director or committee member, or unreasonable
considering the financial condition of the institution and similar
practices at credit unions of a comparable asset size, geographic
location, and/or operational complexity.
(g) Guest travel. A credit union's board may authorize
the payment of travel expenses that are reasonable in relation to
the credit union's financial condition and resources for one guest
accompanying a director or committee member to an approved conference
or educational program. The payment will not be considered compensation
for purposes of Finance Code §122.062 if:
(1) it is determined by the board to be necessary or
appropriate in order to carry out the official business of the credit
union; and
(2) it is in accordance with written board policies
and procedures.
|
| Source Note: The provisions of this §91.502 adopted to be effective August 14, 2000, 25 TexReg 7632; amended to be effective July 11, 2004, 29 TexReg 6628; amended to be effective July 8, 2007, 32 TexReg 3979; amended to be effective July 10, 2011, 36 TexReg 4110; amended to be effective November 9, 2014, 39 TexReg 8572 |
