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< Back Some New Remote 'Norms' Are Here To Stay Michael Daigneault and Gisele Manole Aug 25, 2020 Five tips for a successful pivot to virtual board meetings At a recent credit union board retreat, we asked the group (a mix of board members and executive leadership); “How do you think the post-COVID-19 world will be different from the pre-COVID-19 world?” The answers were varied and included: More of the workforce will work remotely Better overall hygiene practices Less brick-and-mortar retail and other traditional storefront businesses Increased consolidation of the credit union field Fewer major airlines and fewer travelers We ask this question because, as they say, “the genie is out of the bottle” on so many of our new norms and behaviors. Our businesses and our culture have made a sharp turn to adapt to new laws about social distancing—a foreign concept just a few months ago. This pandemic has accelerated our transition into the digital realm. Which of the changes that we have made are likely to stick? Which ones should we adapt to craft the “new normal”? Perhaps the most immediate change our boards have had to make is switching to virtual meetings. So many boards are asking us and themselves if and how can they effectively and meaningfully conduct their work virtually? Quantum has had to make some changes along these same lines. While the majority of our work is conducted remotely, our facilitated retreats, often considered the pivotal “aha!” moment for many of our clients, had to be reinvented as virtual experiences. It was a daunting challenge but one that we attacked as a team composed of different strengths, talents and experiences. Some of us are more confident with new technologies than others. And then there was a sense of mourning for the loss of our in-person retreats. We had invested so much of ourselves over eight long years and hundreds of thousands of miles to fine-tuning our practices. Who are we without our flip charts, big stickies and colorful illustrations? How did we pivot? We practiced … a lot! We spent countless hours choreographing and rehearsing for our first virtual retreat. It is safe to say that we have successfully pivoted now that a number of our clients have commented, “I think this was actually a much better format for our retreat. We were so focused and got so much accomplished in a shorter period of time!” And, “This (virtual retreat) raised the board’s governance IQ but also our video conferencing and communication skills which will make us stronger, too.” Here are a few best practices that this short and intense period of adjustment has taught us about teamwork and conducting successful virtual meetings: While we are limited to only a virtual meeting format, make it the best possible experience. Be present just as you would be if you were seated in the same room with your colleagues. Make sure your video is on, that your face is well lit, that your sound is strong with no background noise or distractions, and that you are knowledgeable about how to use whichever conferencing platform you are using, such as Zoom or Google Meet. Come prepared in every other way and review in advance the board materials you were provided in advance. It may seem like common sense, but many board members still treat virtual meetings like “board meeting light,” as if they are in a holding pattern until they can meet in person again. This experience of continuing to operate and indeed grow your organization in a pandemic has likely already provided you with opportunities to conduct vital business and make board-level decisions remotely. If it hasn’t already, it will. Your loyalty to the mission of your credit union and your responsibilities as board members are the same today as they were in the pre-COVID-19 world. Have a focused agenda and aim to keep your virtual meetings to about 90 minutes. (We think two hours is the max.) Participation can fall off a cliff if a video conference goes on too long ... we have all been there! Consider meeting for more than one session if you need more than 90 minutes. Keep your agenda tight while leaving room for strategic discussion. It is a delicate balance and requires excellent meeting facilitation by the chair and active participation by the rest of the board. Use all of the tools available to you on whichever video conferencing platform you use , including “breakout rooms” for small groups and strategic discussions, “polling” (which is a great way to efficiently get a Five-Finger Consensus ) and the “chat” feature (which, used appropriately, is a great way to take the pulse of your entire group in record time.) Remember that teamwork is essential. Everyone has to be “all in” on the virtual experience and 100% committed to your meeting’s purpose. The pandemic crisis has been a gut check for leaders in the credit union community. Having a deep bench of various talents, experiences and cultures has never been more important. Perhaps nothing is a complete substitute for “breaking bread” and the ways that in-person meetings, practices and rituals build community and culture. However, think about how a hybrid model of virtual meetings (when done well) and in-person meetings (with social distancing, masks and hand sanitizer) can help you to expand the reach of your board recruitment and diversify your membership. As we continue to adjust to the post-COVID-19 “new normal,” the most important lesson is to remain nimble; don’t be afraid to try new things and accept that experimentation will lead to some failures, but ultimately to success as well. Previous Next

Supervisory & Audit Committee Resources A Cautionary Tale of Risk Management in This Time of Bank Failures Defining roles and responsibilities and continuing education help ensure appropriate coverage. Read More The Importance Of A Truly Independent Supervisory Committee If you’re shifting to an ‘audit’ committee instead, be careful not to sacrifice independent oversight at the altar of efficiency. Read More A Case for Reaching Higher Musings on the Federal Reserve’s proposed guidance on supervisory expectation for boards Read More ERM Is Everyone's Responsibility 10 steps to take to ensure your leadership is doing all it can to identify and manage risk Read More Supervisory Committees Function Well, But... Just like CUs and their boards, supervisory committees must change with the times. Read More

Board Succession, Composition & Renewal Resources In Search Of The Strategic Board Discover how credit union boards can become agile strategic partners and lead their institutions to future success. Read More Gender Equity In The Boardroom: We're Not Done Yet Boards still have work to do to support their female directors and wider DEI&B efforts. Read More Know When It’s Time To Go Holding onto your board position may be best for you, but what’s best for your credit union? Read More How Using a Recruiter Can Boost Board Succession Planning Efforts Approaching director searches like executive searches can produce great results. Read More A Continuously Bigger and Better Box Like a nautilus, Hudson Valley Credit Union’s board evolves beautifully into its next stage of governance. Read More Hudson Valley Credit Union’s Call for Board Candidates Refresh As part of its board recruitment renewal project, Hudson Valley CU developed a call for candidates that outlined specific attributes that matched its changing governance needs and values. Read More Key Outcomes And Lessons Learned From A Board Renewal Effort An analysis of Hudson Valley CU’s work to revise key governance processes. Read More Why Directors Are Chess Pieces, Not Checkers Every director should be ‘chair material’—even if they wouldn’t make a good chair. Read More Building Your Associate Board Member Program, From The Philosophy Up The groundwork for success includes commitment from the start. Read More Who's on Your Board Today? Tomorrow? The State of Credit Union Governance, 2018 report finds credit unions are more certain of their current mix of directors than they are about the future composition of their boards. Here’s what this means for board renewal. Read More The Ever-Elusive Millennial Director Tailor your message and medium in recruiting younger board members. Read More

Gisèle Manole Chief Marketing Officer & Senior Consultant Gisele’s work with credit union and nonprofit clients, and as a liaison to Quantum Governance’s strategic partners, leverages her 25 years of creative marketing, public relations and communications experience. Gisele is second chair on many client engagements and develops connections between clients, our team and the services we provide to further the firm’s mission. Gisèle has written articles on governance and leadership, communications and cultural dynamics for CU management and Advancing Women. Prior to her work with Quantum, Gisèle was the Senior Manager of Integrated Marketing for InStyle Magazine, developing large-scale, multi-media advertising and public relations campaigns for high-profile international brands. Gisèle’s early career included management positions with Condé Nast Publications, Hearst Corporation and Reader’s Digest Association, developing multi-platform programs that capitalized on the invention of social media and digital innovations partnering advertisers with beloved publications including SELF, Cosmopolitan, CosmoGIRL!, Gourmet and Every Day with Rachael Ray. Gisèle graduated from Villanova University in 1999 with a B.A. in English Literature and Political Science, and lives in North Carolina with her family. Back

Jennie Boden CEO & Lead Consultant Jennie brings more than 30 years of experience in governance, strategy, leadership, and development to the field. Jennie leads a team of consultants, topical specialists and other experts to meet the governance and strategic needs of the firm’s clients. For nearly a decade, Jennie has been the catalyst for developing countless tools, products and services, as well as alliances with the firm’s strategic partners. Jennie has led complex governance and strategic planning engagements with boards and executives at organizations as varied as CUES, CUNA, Hudson Valley Credit Union, Redwood Credit Union, Rivermark Community Credit Union, Washington State Employees Credit Union, Camphill Village, the Center for Arms Control and Non-Proliferation, Con Edison, the Friends of the National Arboretum, the Gerontological Society of America, Morgan Stanley, Queens County Farm, the Tipping Point Community and so many more. She is widely published in CU Management, and she authors regular columns for Governance Matters and Advancing Women. Jennie served as Executive Director of the Maryland Coalition Against Sexual Assault (MCASA) and as Vice President of First Candle’s National Campaign for Cribs funded with a $3 million grant by the Bill & Melinda Gates Foundation. The organization generated more than $23 million in revenue during her tenure. Jennie has held a director-level position at the National Mental Health Association, overseeing $3.5 million in corporate contributions and started her career as the Director of External Relations for the Ethics Resource Center in Washington D.C. Jennie earned a B.A. from the University of California at Berkeley and lives in New Hampshire with her family. Back

< Back Is Your Organizational Success An Accident? Gisele Manole & Jennie Boden Nov 22, 2022 New study suggests where to look for the answer. We’ve been studying credit union governance for more than a decade now and amassed mountains of data on credit unions of all asset sizes and from all over North America. Perhaps the most frequently asked question we hear is some variation of, “How do we know when we’re getting it right? Our assets are increasing, and our membership is growing so we must be governing ourselves well. Right?” As we prepare to publish The State of Credit Union Governance, 2023 Report, we looked closely at the data to see if it was clear to us what the key indicators were that a credit union was governing itself well—that as a credit union’s assets and membership grew, the organization’s governance practices were evolving too, both in terms of meeting changing regulations and best practices. What we learned focused our attention on four things: 1) board members meeting their roles and responsibilities; 2) members of the credit union’s governing system (board and supervisory/audit committee members and senior leadership) meeting high accountability measures; 3) strong levels of volunteer engagement; and 4) building and maintaining a leadership culture of trust. We found there is a significant positive correlation among each of these four areas of governance—meaning that if a respondent reports that their credit union is highly effective in one of the governing elements, they generally report that they are highly effective in the other three elements, too. Therefore, the four elements—accountability, board member roles and responsibilities, engagement and trust—are inextricably linked and together provide tremendous insight into the strength of your credit union’s governance. Figure 1: The Four Elements of Good Governance These findings identify the four elements as likely keys to unlocking the secret to good governance and creating a high-functioning board. In addition to pinpointing areas of focus, our findings suggest that actions to improve the effectiveness of one of the four elements may lead to improved effectiveness in the other three elements. So, as we begin to more succinctly answer the question, “How do we know when we’re getting it right?” we can look to these four areas of governance for some indication of whether your credit union’s board and executive leadership are “getting it right” or not, and whether further study is necessary to identify which element of your governance needs your focus to ensure the continued success of your vision and mission. Previous Next

< Back Women In Football, Politics And Credit Union Boardrooms Jennie Boden Feb 11, 2021 It’s important to prioritize and value diversity. It’s Super Bowl Sunday as I write this, and it’s snowing at my home in New Hampshire. My husband has made a big batch of his famous mac and cheese, and we have a fire roaring in our wood stove in the ell. (Unless you’re from New England, you won’t know what an ell is, but it’s a great term that means the room that connects the house to your barn. For us, that room has been refinished to a cozy family room.) We’re getting ready to watch Tom Brady (yes, I’m still rooting for him) take on Patrick Mahomes. But the news that I’ve been focused on this week is about the three women who “will be making history” tonight—National Football League referee Sarah Thomas and Tampa Bay Buccaneer assistant coaches Maral Javadifar and Lori Locus. While Tom Brady will be playing in a record 10th Super Bowl, for the first time in NFL history, three women will also be on the field tonight. While the female football ref and coaches made news all week, I also saw an interview with Jocelyne Lamoureux-Davidson and Monique Lamoureux-Morando, two sisters who happen to be Olympic gold medalists in hockey. Aside from continuing to play the sport that they love, they’ve also dedicated their lives to inspiring the next generation of young girls to fight for equality in sports. Asked about tonight’s history-making Super Bowl, one of them said, and I’m paraphrasing here, “We’ll know we’ve made progress when this is no longer a story.” I couldn’t agree more. I mean, don’t get me wrong. I think it’s great that history will be made tonight. Just as I thought it was great that Joe Biden picked Kamala Harris to be his running mate, and she is now our vice president, regardless of the politics. But why does it still have to be history-making? Because it is. I had the same reaction when I was speaking recently with CUES member Deborah Acosta Conder, board chair at $2.5 billion JSC Federal Credit Union , Houston, Texas. Conder was bringing me up-to-speed on some recent appointments that the credit union had made to its board of directors. She shared that under her fresh leadership, and the constructive partnership that she was building with relatively new CEO Brandon Michaels, also a CUES member, she had communicated to the board that the credit union needed a “more diverse board—an expanded board, because the credit union was expanding its own strategic vision.” With an acute focus on diversity, Conder noted that being “a person of color herself,” she had always wanted “the membership to see themselves reflected on the board.” And now, she was in a position to make a difference. Acting with purpose, Conder and her colleagues first identified the core competencies, skills and qualities they wanted in their new board members. Although the legacy of the credit union was proudly and firmly tied to the National Aeronautics and Space Administration, the team decided to recruit some board members outside of the famous space agency. The group prioritized diversity, individuals with broader experience who had been through mergers and acquisitions, and people with legal and digital strategy experience. And they hit the jackpot. They also changed where and how they recruited board members. Conder called on each of her board colleagues (and we would encourage the inclusion of the CEO in this process too) to explore their own, personal networks. If great, potential candidates for your board are not already members of your credit unions, assuming you have a fairly open charter, they can join! The recruiting team also worked with the local United Way’s Project Blueprint that “trains tomorrow’s nonprofit board leadership, ensuring that Greater Houston’s nonprofit sector reflects the rich diversity of [its] community.” The results? Three new additions to the board who all bring with them not only great diversity but also great competence. One is even a coveted millennial! Michaels agrees with Conder that the credit union will be better for it. A third-generation CEO, following in the footsteps of both his grandmother and his mother, he says that throughout his life, he relied on the perspectives of these two pioneering women: “When I look at boards, I value diversity of thought and experience. We all have various perspectives based on our lives and our journeys, and it is that very diversity of thought that is incredibly important to us in our boardroom because our members are diverse.” New board member Lavonne Burke Hopkins, senior legal director, cybersecurity, product & application security, and Dell Digital for Dell Technologies Inc., joined the JSC FCU board because she believes that there is alignment between her “day job” and the current strategic initiatives being undertaken by the credit union. She was happy to find that board service at the credit union is a perfect way to “marry her experience with her own personal goals of service.” Her new board colleague Dwayne D. Busby serves as the executive director overseeing the mission, goals and overall purpose of strategic partnerships at the University of Houston-Clear Lake. Conder tapped Busby, of course, for his strategic thinking skills, and he is more than happy to provide them. He was honored to be approached by the chair, who is a leader in the community, and he, too, sees board service as a way of giving back to his community, which has done so much for him. His goal? To help determine how the credit union’s strategic plan actually works in Houston’s very diverse community. Lastly, Portia S. Keyes was tapped during this last round of elections too, and the board is lucky to have her. Keyes is a contracting officer at NASA Johnson Space Center. A strong “believer in the power of teamwork,” Keyes joined the board because she, too, believes that “serving the credit union is an extended way of serving her community.” She also volunteers for Fifth Ward GO Neighborhood, a Houston-based initiative dedicated to revitalizing the city’s communities. In The State of Credit Union Governance 2020 , published by Quantum Governance in partnership with CUES and the David and Sharon Center Johnston Centre for Corporate Governance Innovation, we found that demographic diversity was ranked No. 1 among the highest priorities when recruiting new board members among our respondents, but only sixth among those skills that add value in the boardroom. Could it be that everyone is talking about the need for greater diversity in the boardroom, but no one understands why they need it? At JSC FCU, clearly, leaders are both valuing and prioritizing diversity. They, along with all of us at Quantum Governance, would encourage your credit union to do both, too. Previous Next

< Back Double Your Fun: Tracking Strategic Planning For a Brighter Future Paul Dionne Feb 21, 2025 When it comes to strategic planning, I often start with guidance from Harvard Business School professor Michael Porter. Porter was the first to develop a research-based understanding of competitive strategy, and his approach begins with the dramatic premise that operational effectiveness is not a strategy ! Of course, to have a shot at sustainability and success, any enterprise would do well to focus efforts on running an effective shop. But simply improving how you do business is not sufficient to succeed over the long term. Porter’s claim was meant to be provocative because he wanted strategists to avoid falling into the operations trap. The trap is solely focusing on running an effective shop, which can be imitated by competitors all of whom are also working to improve their operations. When you consider immensely larger competitors such as big banks or fintechs, competing on operations alone probably won’t work. I can assure you that your budget and staffing for your new banking app is tiny compared to what Bank of America is spending on theirs. And yes, credit unions certainly want to offer competitive rates to members and potential members, but good rates alone won’t cut it either. Porter notes that firms who rely on operational effectiveness alone will inevitably be outflanked by competitors who can be similarly effective and are also building strategic advantages such as product differentiation and/or a deep focus on meeting the needs of specific consumer segments. Credit unions need to walk and chew gum – they should run an effective shop and also identify, choose and develop a competitive strategy that rests on being different. How can your credit union create unique value for members and potential members that is difficult for others to copy? The Future Demands Strategic Differentiation In strategic planning, credit unions often throw everything into a single process. The outcome can be muddled and end up over-indexed on the side of objectives that seek to improve operational effectiveness. Far less common is a holistic strategic plan that explicitly seeks to achieve competitive advantage. Operational effectiveness is important, but it is not sufficient to ensure future sustainability. What is also really important is figuring out how you are going to connect with new, especially younger members and provide next-generation financial services that fulfill their needs. That is where “running a tight ship” will fall short over the long haul. The credit union of the 20th century (bless our brilliant and creative forebears!) will not survive the 21st century without major upgrades to a competitive strategy and value proposition that speaks meaningfully to members hailing from the 21st century. It is their century, after all. Old fuddie-duddies like me are just living in it until our kids take over. What is to be done? To ensure you are covering both bases and building a clear and coherent strategy, divide your planning into two tracks. Tracking for Success An alternative approach to strategic planning calls for clearly dividing the process into two tracks, one focused on improving operational effectiveness and one devoted to developing long-term strategic advantage. The first takes into account all those analyses and enhancements to identify and leverage efficiencies, strengthen processes, and find ways to match or beat peers on operational metrics. The second track is more focused on changes that will position the credit union for a bright future. Senior Management and the Board should understand both efforts and learn how to support each of them from their unique perspectives. Track One: Operational Effectiveness The first track is always in play and strategy sessions should result in an annual plan for improving operational effectiveness. The key question is: How can we run a tighter ship? The types of questions and initiatives might include: How can we lower our efficiency ratio or NIM? How can we grow inexpensive, longer-term deposits? Is it time for a core conversion? These efforts can be measured, benchmarks set, and KPIs measured by Senior Management with oversight from the Board. Track Two: Competitive Strategy The second track toward building competitive advantage over the long term is where credit unions often fall short. Devote time to this work! Start from your mission and map out where you want to be in 5, 10, 25 years. The key question is: How can we be viable in the future? The types of questions and initiatives are broader and might include: What financial problems will our future members have and how can we help solve them? What makes us truly different from our competitors and how can we strengthen that difference? What should we stop doing to better advance our priorities? This effort is more difficult to measure, but it is critical to long-term success. One example might include an integrated community development approach that combines household financial well-being, targeted “healthy community” philanthropy and small business investment to create a value proposition that promotes robust communities and economic prosperity for all. Don’t fall into the trap of avoiding long term investments into changes that cannot be easily quantified or that will not deliver in a single annual cycle. Advancing strategy requires vision, discipline, and a willingness to sometimes sacrifice short-term gains. Continuity of purpose and effort are critical here. Combine, Measure, Socialize Does a two-track planning process lead to two business plans and scorecards? Ideally not. After the heavy rocks have been identified and set into place, build a combined business plan for the coming year that clearly defines and includes next steps from each track. This is where the work of integrating the two tracks is finalized and where you should build in mutually-reinforcing activities. Metrics and KPIs are essential for first track goals. A combination of metrics and milestones are often more relevant for second track goals. Socializing both the long-term vision and the short-term business plan across the credit union is another important step. Each staff needs to have an understanding of the work to be done and how they can move the needle. By delineating two tracks in your planning process, you will not lose sight of needed reflection and problem-solving for both business and strategic improvements. You get to double your fun. Don’t avoid the challenging work of designing and implementing changes that will create strategic advantage for your credit union over the long term. Adopting the two tracks in your strategic planning process means you will be more directly and clearly addressing the credit union’s short-term needs and opportunities for the coming year and, at the same time, identifying and building a pathway to longer term success. Previous Next

< Back ERM Is Everyone's Responsibility Michael Daigneault May 23, 2017 10 steps to take to ensure your leadership is doing all it can to identify and manage risk A study released last year— Risk Management for Nonprofits —raised quite a storm in some circles. While the particular risks faced by the charitable sector are often different than those in the credit union community, the study has, nonetheless, been an effective catalyst for raising awareness about the need to have a board-level conversation about risk and risk management. I’ve mentioned before that we have the good fortune of conducting governance assessments for credit unions throughout the United States. Only about a third of the CU boards we’ve assessed describe their ability to identify risk as “very effective,” and an even smaller group of them say they’re “very effective” at mitigating those risks once they’re identified. From a governance point of view, this is a pretty significant finding. And one that demands attention. For many CUs, discussions of risk begin and end with financial matters—interest rate risk, loan loss risk, fraud risk, etc. But is that enough? Aren’t there other risks that organizations face? And, what is risk, anyway? The authors of the Wyman/SeaChange study define risk as “unexpected events and factors that can have a material impact on an organization’s finances, operations, reputation, viability and ability to pursue its mission.” While the definition comes from a study on the charitable nonprofit sector, we think it’s a pretty good place to start in terms of framing the concept of risk for credit union board and committee members. But, let’s look a bit deeper, as some credit unions have begun to do. We are thinking about enterprise risk management, which is not just the responsibility of your board, management, board committees, a risk specialist, your external auditor or even an internal auditor. Yes, each has a role in understanding and managing risk. We’d also suggest that your supervisory or audit committee should play even greater role than typically given them. (Read more about the expanded role of the supervisory committee in “ Supervisory Committees Function Well ’ and “ Internal Watchdog, Plus … ” The Committee of Sponsoring Organizations of the Treadway Commission is a voluntary, private-sector organization dedicated to guiding executive management and governance participants towards more effective, efficient and ethical business operations. It defines ERM as “a process, effected by an entity’s board of directors, management and other personnel, applied in strategy setting and across the enterprise, designed to identify potential events that may affect the entity, and manage risk to be within its risk appetite, to provide reasonable assurance regarding the achievement of entity objectives." Are you doing all that you can, as credit union leaders, “to provide reasonable assurance regarding the achievement of entity objectives?” To get you started, consider these 10 steps: Ensure that your board assumes its full governance role, including not only its legal duties, but formal and informal governance responsibilities. With the rapid pace of change and the many threats facing CUs today, it’s imperative that your board understands that it must play a vital role. Formally task your supervisory or audit committee with ERM. Ensure that your committee is on the leading edge of today’s best practice of going beyond simply conducting an audit. Consistent with board policies, management will still conduct the operational work. It's the committee’s role to ensure it is being done regularly and effectively. Be sure you have the right people, in the right seats, to support effective ERM. Identify the best people from among your volunteers and staff. Develop an explicit risk tolerance statement that indicates the level of risk your credit union is willing to take. Once your board has assumed its duties in this area, this should be one of its first tasks. Be sure to constructively partner with your CEO and his or her management team, as well as members of your supervisory or audit committee. Develop a list of key risks and include brief scenario planning to address them. We had one credit union client that was housed in the World Trade Center on Sept. 11. It lost nearly everyone and everything on that day, but within a day, it was up and operating at a remote location in New Jersey. Scan your credit union’s internal and external risks in your annual strategic planning. Make sure key risks are identified and considered. Include financial benchmarking in your annual scan. Review your financial reports and projections and compare your position to similarly-situated organizations. Set appropriate financial targets to support your risk tolerance statements, as well as your scenario planning. Once you have reviewed your financial benchmarking data, develop a plan to address any risks therein. Put your plan and reports in writing. Be sure that your perceived risks, opportunities and scenario planning is shared broadly with the board, supervisory or audit committee, and appropriate members of the management team. Update your plan on a regular basis. Be sure to revisit your risk tolerance statement, financial benchmarking, scenario planning and your ERM plan annually. We don’t need to tell you that the environment is changing rapidly, and that means your risks are likely evolving, too. Be sure that you’re on top of them and ready to pivot. It’s fundamental to your responsibilities as leaders of your credit union. Your members are counting on you. Previous Next

Shannon Zayas Chief Operating Officer Shannon is the hub of the wheel and the key interface between Quantum Governance’s team and all clients. Shannon is a focused, thoughtful and disciplined leader who oversees many of the operational functions of running the firm from fielding studies to staffing and financial oversight. Shannon worked at Achikian Goldsmiths, a regional retailer where she played key roles in sales, marketing, business solutions, research and accounting. She started her career in the Audit and Advisory practice at KPMG, LLP where she assisted and led audits of public companies in the firm’s consumer and industrial business lines out of both the Philadelphia and the St. Louis offices. Shannon graduated from Virginia Tech in 2001 with a B.S. in Finance and in 2004 with an M.S. in Accounting, and lives in Maryland with her family. Back

Taras Nohas Founder & Principal, TN Governance & Strategy Taras Nohas is the Founder and Principal of TN Governance & Strategy and an Adjunct Consultant with Quantum Governance. Taras has extensive board experience and a true passion for credit union governance. In addition to his firsthand experience, Taras successfully completed the Institute of Corporate Directors Program Designation (ICD.D) at Rotman University, as well as Rotman's Credit Union Directors program (CCD). Recognizing the importance of lifelong learning Taras completed his Master’s Certificate in Risk Management and Business Process from the Schulich School at York University and the Executive Managers Program at the University of Alberta. Taras’ career has been marked by continuous advancement and learning and he served as the Director of Strategy at Servus Credit Union. Taras quickly joined the Executive Leadership Team as Vice President Strategy and Governance followed by his role as SVP Strategy and Governance. As an executive team member, Taras worked closely with the CEO and Board of Directors at Servus. Over the course of his career Taras has been a Board member on several for profit and nonprofit boards. In October 2022, Taras earned the Certified Management Consulting designation (CMC), which represents a commitment to the highest standards of consulting and adherence to CMC Canada’s Uniform Code of Professional Conduct. Taras is a native of Edmonton and in his early education, completed a Bachelor of Commerce and an MBA at the University of Alberta. Learn More Back

< Back The State Of Credit Union Governance 2020: A Summary Jennie Boden Apr 2, 2020 For years, we’ve dreamt of studying the state of credit union governance. We know what you’re thinking: Dream bigger. Some people dream of European vacations. Fast cars. Beach houses. But for governance geeks like us, it’s often all about the data. In 2018, we were fortunate to partner with CUES to realize our dream, and The State of Credit Union Governance, 2018 was published. We made some groundbreaking discoveries, like reporting that board members and CEOs frequently differ on their perceptions about governance—and that their perceptions diverge even further based on tenure. We even found that bigger really may be better: Board members and CEOs of CUs with assets of $1 billion or greater had statistically and significantly higher survey scores overall on 18 of the 21 key questions asked concerning matters of governance. And we were satisfied, for a while. But our compendium of data kept growing, and our drive to create more information for you, our colleagues, clients and friends throughout the credit union community, was compelling. Today, we are pleased to announce The State of Credit Union Governance, 2020, which provides updated figures for 2018-2019 and draws on data from the governance assessment of 115 additional credit unions—114 in the U.S. and one based in Jamaica—to enrich the findings from our 2018 report. This year’s report is a collaboration between CUES, Quantum Governance and The David and Sharon Johnston Centre for Corporate Governance and Innovation at the Rotman School of Management, University of Toronto. Our findings are also derived from a supplemental online survey conducted in September 2019 with responses from 320 directors and CEOs across 170 U.S. credit unions. While many of the key findings from 2018 still ring true today (if you haven’t read the 2018 report , we encourage you to begin there), the 2020 report is full of new discoveries that will challenge you and your credit union to new levels of governance excellence. 2020 Key Findings Board Structure and Composition: Demographic diversity was identified as the number one priority for credit union board recruitment (53%). The next highest priority identified when recruiting new members to credit union boards was an ability to focus on the future (51%). (See Figure 1.) Board members continue to think that soft skills, such as an ability to focus on the future (76%) and independent mindedness (66%), are most valuable in the boardroom. Credit union boards are more gender-diverse than their counterparts in other sectors. The average credit union board has nine members, of which three are women (36%) and one is a visible minority (16%). Board Governance: Credit union boards that focus on bolstering their governance tend to adopt a governance committee more readily than those that do not have a concerted focus on good governance. When looking closely at the 1,060 director responses in our sample, we found that directors on the same board would often report very different—and sometimes opposing—perspectives on their board’s effectiveness in four fundamental areas of board renewal: 1) periodic governance assessment; 2) the action plan based on governance assessment outcomes; 3) the director onboarding process; and 4) the frequency of board member renewal. Board Leadership: Survey respondents identified seven important leadership functions for board chairs that fall within two primary categories: 1) establishing processes (e.g., allocating time, setting the agenda, etc.); and 2) working with people (e.g., appointing committee members and chairs). Although most survey participants report that their boards do not limit the number of terms a board chair can serve, we found that more than a third do. Term limits for board chairs can range anywhere from a year to more than 10 years. More than half of the participants whose boards have a term limit in place for their chairs reported limits of less than five years. An impressive 92% of all surveyed board members report that their board is effective at maintaining a good working relationship with their CEO. However, as in the 2018 report, the average board member and CEO differed on how effective they thought their boards were on a range of key governance measures. In 2020, across the 81 surveyed CUs that provided a CEO response, we found that there’s disagreement between the board and CEO regarding the board’s effectiveness on 22 out of 49 survey questions, on average. Credit Union Strategy: We found that 32% of survey respondents do not feel that their board is effective in helping to develop the credit union’s vision, mission and strategy. Most survey respondents say they should slash—by a third—the average time they spend on routine items and operational oversight (i.e., items that do not require debate or can be approved with a single motion as on a consent agenda) and invest an average of 10% more of their time on strategic matters. (See Figure 2.) Decision-Making: Many credit unions have at least one director who says that the board is ineffective at asking hard questions (53%), holding each other accountable (54%) or engaging all members in the work of the board (49%). While directors had misgivings about how decisions are reached, most believe the decisions their boards made were ultimately good, and they could stand by them and speak with one voice. Recommendations Since many of the findings from the 2018 report remain relevant, we encourage you to revisit those recommendations as a baseline; they will serve you well as strong building blocks for any governance program. From there, we would encourage you to consider our newest recommendations from the 2020 report: Board Renewal: Focus on strategic thinking and independent mindedness. Your credit union is a complex financial institution navigating the era of greatest change in the history of the credit union movement. As a result, your board requires meaningful financial literacy, business acumen and specialized skills in such specialties as law, accounting and human resources. However, even boards with the most skilled members will fail to add value without independent mindedness and strategic thinking. Board Diversity: More than ever, credit unions are acknowledging the value of demographic diversity among board members, including gender, race/ethnicity and age. However talking about it as a priority is not enough. To ensure that your board is truly diverse, you will need to be clear in your objectives and work hard at executing them. Once you know the demographic balance you are looking for, you will need a plan to help you find the right people. Board Leadership: Take your board chair position very seriously. Although your CEO is responsible for carrying out your credit union’s strategy on a day-to-day basis, no individual in your credit union has more potential to add value than your board chair. Ensure that you have a robust, concrete job description in place for this important position. Board Governance: Build alignment around what “effective” truly means. It is both normal and constructive for board members to disagree. One might argue that without disagreement there can be no excellent decisions. In too many cases, however, our data highlights boards where one or more directors have assessed the board’s effectiveness at polar opposite ends of the spectrum. Ensure that you are engaging in these types of conversations in the boardroom—what does “effective” really look like for you? Strategic Thinking, Learning and Planning: Invest more time in strategic matters. The most valuable skill identified in credit union boardrooms today is the ability to focus on the future, yet we found that 32% of survey respondents do not feel that their board is effective in helping to develop the credit union’s vision, mission and strategy. Ensure that your board is doing everything it can to be effective in this fundamental role and responsibility. Previous Next