CREDIT UNION ORGANIZATION AND CHARTERING IN WEST VIRGINIA
The West Virginia State Code sets forth the criteria for the formation of a state chartered credit union in the State of West Virginia. A credit union is a cooperative, nonprofit corporation, incorporated for the purposes of encouraging thrift among its members, creating a source of credit at fair and reasonable rates of interest, and providing an opportunity for its members to use and control their own money on a democratic basis in order to improve their economic and social condition.
Information provided in this form establishes the procedures by which a charter for a new credit union is obtained. Information concerning credit union formation and operation in West Virginia is set forth in the West Virginia State Code, Chapter 31C .
Additional information describing specifics may be obtained from the documents entitled:
The following documents are viewable with Adobe Acrobat.
Application Process to be Followed by Credit Union Charter Applicant
Application to Charter a West Virginia State Credit Union
Questions should be directed via email to Dawn Holstein
or by phone at (304) 558-2294.
Applicants should also contact the National Credit Union Administration ("NCUA") for information on obtaining the forms necessary to obtain share deposit insurance. West Virginia is included in Region II of NCUA and the regional office address is located in Alexandria, Virginia. The telephone number for the Alexandria Regional Office is (703) 519-4600.
PART A - ORGANIZATIONAL PROCEDURE
In the process of forming a new credit union, the organizers must comply with the following provisions:
Each credit union to be organized must have eight or more residents of this state, sharing a common bond in order to begin formation of the credit union. Applications reflecting a potential field of membership in excess of five hundred members are generally considered to be economically viable in the formation of a new credit union. Credit union membership shall be limited to, persons within one or more groups having a common bond or bonds of similar occupation, employer, association or interest, and members of the immediate family of such persons. The Division of Banking will not accept a common bond based only on geographic parameters.
Incorporators shall prepare, adopt and execute (in duplicate original form) articles of incorporation. Such articles of incorporation shall provide for the following:
a. The credit union's name and the address;
b. That the existence of the credit union shall be perpetual;
c. The names and addresses of the incorporators;
d. The number of shares subscribed by each incorporator;
e. The par value of each share to be issued.
Incorporators shall prepare, adopt and execute (in duplicate original form) bylaws which shall state:
- Conditions and qualifications of membership;
- Conditions upon which shares may be issued, transferred and withdrawn;
- Number of directors, their powers & duties; and the compensation & duties of officers;
- Date of the annual meeting & requirements as to notice and manner of conducting such meeting;
- Term of service for directors, which terms shall be staggered so that an approximately equal number expire each year;
- Number and term of service for supervisory committee members, together with their powers & duties;
- Number and the term of service for credit committee members, unless the bylaws provide for the board of directors to act as the credit committee, and their respective powers and duties;
- Purposes and conditions upon which loans may be made;
- Manner of a member's appeal for a loan application disapproved by a loan officer, if the bylaws provide for the appointment of loan officers; and
- Par value of shares, and where applicable in corporate credit unions, any membership shares.
Incorporators shall select at least five persons who are eligible for membership and who agree to become members and serve on the board of directors, and at least three other persons who are eligible for membership and who agree to become members and serve on the supervisory committee.
Persons selected to serve on the board of directors and supervisory committee shall execute an agreement to serve in these capacities until the first annual meeting or until the election of their respective successors, whichever is later.
Incorporators shall provide to the Commissioner of Banking an affidavit of the expenses incurred or anticipated in the organization of the credit union.
Along with their application to obtain a certificate of charter, the incorporators shall forward to the Commissioner of Banking the duplicate articles of incorporation and bylaws and the agreements to serve.
The application package should include a non-refundable investigation fee of one hundred dollars in a check made payable to the West Virginia Commissioner of Banking of Banking.
PART B - APPROVAL PROCEDURE FOR CHARTER
Upon receipt of a complete application package, the staff of the Division of the Banking shall review the application, articles or incorporation and bylaws together with other information submitted.
The Division of Banking shall complete the examination and investigation to charter the credit union within ninety days from receipt of a complete application package. Written requests for additional information or disclosures made by the Division of Banking shall extend the ninety day period by an additional thirty days.
Criteria to be considered by the Division of Banking in its review of the application shall include:
- The characteristics of the common bond are favorable to the economic viability of the proposed credit union;
- The proposed capital structure is adequate;
- Provision has been made for suitable quarters from which to conduct the business of a credit union; and
- The reputation, character and abilities of the initial board of directors and supervisory committee provide assurance that the credit union's affairs will be properly administered.
- Articles of Incorporation and Bylaws are in compliance with statutory guidelines.
Upon completion of the application review, the Division of Banking will schedule a public hearing to either approve or deny the application. Once approved, the Commissioner of Banking will issue written approval in the form of an Order.
The Order to approve or deny a certificate of charter shall be accompanied by findings of fact and conclusions of law upon which the decision was based.
If a certificate of charter is denied by the Commissioner of Banking, he or she shall notify the incorporators and provide a copy of the Order, which shall set forth reasons for the denial. The Commissioner of Banking's decision may be appealed to the West Virginia Board of Banking and Financial Institutions within thirty days, and if no appeal is made of an Order to deny the application, the agreement of incorporation, the corporation chartering fees, and any other papers filed therewith shall be promptly returned to the attorney, agent or other responsible person representing the incorporators in the application.
If a certificate of charter is approved by the Commissioner of Banking, the credit union applicant will then forward the Articles of Incorporation and Bylaws, both properly acknowledged by the Commissioner of Banking or staff of the Division of Banking, and executed in duplicate, together with a certified copy of the Order and applicable corporation chartering fees to the West Virginia Secretary of State for processing.
The Secretary of State shall upon receipt of the applicable fees and properly acknowledged documents, file and record the incorporation charter and bylaws. The original articles, certificate of charter (incorporation) and bylaws shall be preserved in the permanent files of the credit union. A copy of the certificate of charter should be forwarded to the Division of Banking by the credit union applicant.
PART C - PROCEDURE TO OBTAIN CERTIFICATE OF AUTHORITY
Upon receipt of a certificate of charter, credit union applicant shall promptly apply to the Commissioner of Banking for a Certificate of Authority to engage in business.
Upon the credit union's application, and the examination, approval and receipt of a Certificate of Authority from the Commissioner of Banking, a credit union may commence to engage in business.
The Certificate of Authority shall be preserved and displayed in the place of business of the credit union.
If the Commissioner of Banking denies the issuance of the Certificate of Authority, the Commissioner shall notify the applicant and set forth reasons for the denial. The credit union may appeal the Commissioner of Banking's decision to the West Virginia Board of Banking and Financial Institutions within thirty days.