Notice of the 2019 Annual Meeting of MERCO Credit Union

To Members of MERCO Credit Union:

Notice is hereby given that the Annual Meeting of the members of MERCO Credit Union will be held at the Elks Lodge, 1910 M St., Merced CA 95340 on May 20, 2019, at 6 pm. The order of business at the Annual Meeting shall be:

a. Determination of Quorum

b. Reading and approval or correction of the minutes of the last Annual Meeting

c. Report of the Directors

d. Report of the Treasurer

e. Report of the Chief Credit Officer

f. Report of the Supervisory Committee

g. Unfinished business

h. New business, other than elections

i. Elections

j. Adjournment

Members are notified that three (3) year proxies held by the Board of Directors shall be used in connection with all matters of business properly brought before the membership at the Annual Meeting and as properly referenced in the proxy, including the election of directors, and the adoption of Amendments to the Bylaws of the Credit Union, as applicable.

MERCO Credit Union 2019 – List of Candidates Nominated

Board of Directors

Three (3) positions to be voted on;

John Price – 3-year term

Kent Christensen – 3-year term

Ron Kinchloe – 3-year term

Supervisory Committee

Two (2) positions to be voted on:

David Baker – 3-year term

Vacant – 3-year term

Note: In the event an Audit Committee is approved, the elected individuals will only serve in the Supervisory Committee until the Board appoints the Audit Committee.

MERCO Credit Union 2019 – New Business

In addition to the above, the Board of Directors of the Credit Union will present the following new business:

1. Adoption of Audit Committee in Lieu of Supervisory Committee

Currently, the Credit Union maintains an elected Supervisory Committee. In order to streamline governance and audit procedures through the Board of Directors, the Credit Union is proposing to replace the Supervisory Committee with an appointed Audit Committee.

Accordingly, the membership, in person and by proxy, will vote on adopting an Audit Committee in lieu of a Supervisory Committee. Related Bylaw Amendments to reflect this change in the Bylaws will also be voted upon, as described in greater detail below.

2. Bylaw Amendments to Expand Range for Number of Directors

In order to provide additional flexibility for governance, the Credit Union proposes amending the Bylaws from having nine (9) directors, to having a board that falls within

a range of five (5) to fifteen (15), so long as it is an odd number.

Accordingly, the membership, in person and by proxy, will vote on amending Section 600 of the Bylaws of MERCO Credit Union for the purpose of changing the maximum number of Board of Director positions from five (5) to fifteen (15). (Note that there is an additional proposed change to correct a reference to the California Department of Business Oversight as well.) You can review the proposed changes to Section 600 of the Bylaws online at www.merco.org or below. Copies of the proposed changes will also be provided at the Annual Meeting prior to the vote.

Note: All eligible members are welcome to attend and vote.

Information Regarding Proposed Bylaw Amendments

Members have been mailed Notice that the Annual Meeting of the members of MERCO Credit Union will be held at the Elks Lodge at 1910 M. Street, Merced, CA 95340, on May 20th, at 6:00PM.

At the Annual Meeting, the Board of Directors of the Credit Union will present the following new business for the membership to vote on, in person and by proxy (1) Adoption of Audit Committee in lieu of Supervisory Committee; and (2) Bylaw Amendments to Expand Range for Number of Directors.

In order to provide additional flexibility for governance, the Credit Union is proposing to amend the Bylaws from having nine (9) directors, to having a board that falls within a range of five (5) to fifteen (15) so long as it is an odd number:

SECTION 600: NUMBER OF MEMBERS, QUALIFICATIONS, COMPENSATION

The Board of Directors shall consist of an odd number of directors of not less than five (5), and no more than fifteen (15), each of whom shall be a member of this credit union in his or her own right and shall be at least eighteen (18) years of age. Within the foregoing range, the number of directors may be changed by resolution of the Board. A copy of the resolution of the Board fixing the number of directors at any one time shall be filed with the official copy of the bylaws of this Credit Union, and shall be filed with the Commissioner of the Department of Business Oversight. No member of the Board of Directors shall serve as the Credit Manager or loan officer; nor receive compensation for his or her services as a director. A director may be compensated for actual services performed as an employee of this Credit Union pursuant to Section 14410(c) of the California Financial Code. A director may also be reimbursed for actual expenses incurred in the performance his/her duties pursuant to Section 14410(b) of the California Financial Code.”

Members can find a current copy of the Credit Union’s Bylaws by visiting any branch location. All eligible members are welcome to attend and vote.