N.D. Cent. Code § 6-06-11

6-06-11. Annual meetings - Election of directors - Election or appointment of

committees.

1. The organization meeting of the members of a credit union shall be the first annual

meeting. At its annual meeting, its members shall elect a board of directors of not less

than five members and a credit committee of not less than three members, unless the

bylaws of the credit union provide that the credit union may not have a credit

committee. A supervisory committee of not less than three members must be elected

at the annual meeting, unless the bylaws of the credit union provide that the

supervisory committee members be appointed by the board of directors of the credit

union or the bylaws provide that the credit union may not have a supervisory

committee. In the event the bylaws do not provide for a supervisory committee, then

the duties and powers of a supervisory committee, as described in section 6-06-15,

are the responsibility of the board of directors. The directors and committee members

if any, shall hold office for such terms, respectively, as provided by the bylaws of the

credit union and until their successors qualify. A record of the names and addresses of

the officers and members of the board and committees must be filed with the

commissioner within ten days after their election or appointment. Notice of any change

in membership on the board or committees by appointment to fill an unexpired term or

otherwise must be filed with the commissioner within ten days of such change. The

notice requirement is satisfied if the national credit union association's call report

profile is updated within the ten-day reporting requirement.

2. If the bylaws of the credit union provide for a credit committee, then pursuant to the

provisions of the bylaws, the board of directors may appoint or the members may elect

a credit committee which consists of an odd number of members of the credit union,

but which may not include more than one loan officer. The method used must be set

forth in the bylaws.

3. If the credit committee is dispensed with in the bylaws, a credit manager, under the

general supervision of the board of directors, may be empowered to approve or

disapprove loans subject to the policies and conditions prescribed by the board of

directors. The president or other qualified senior management official may serve as the

credit manager. If a credit manager is provided in lieu of an elected credit committee,

the credit manager may appoint one or more loan officers with the power to approve or

disapprove loans, and may establish an internal credit committee comprised of

designated credit union staff with the power to approve or disapprove loans, subject to

such limitations or conditions as the credit manager and board of directors prescribes.