Section 6-07.2-19 - Voluntary liquidation of a credit union1. A credit union may go into voluntary liquidation following a vote of the majority of the board of directors and approval by the majority of its members in writing or by a vote in favor of the liquidation by a majority of the members of the credit union at a regular meeting of the members or at a special meeting called for that purpose.a. When authorization for liquidation is to be obtained at a meeting of members: (1) Notice in writing must be given to each member at least ten days before the meeting and the notice must inform members they have the right to vote on the proposed liquidation.(2) The minutes of the meeting must show the number of members present and the number that voted for and against liquidation.b. If approval by a majority of all members is not obtained at the meeting of members, authorization for voluntary liquidation may be obtained by having a majority of members sign a statement in substantially the following form: We the undersigned members of the _____ Credit Union, Charter No. _____, hereby request the dissolution of our credit union.
2. The board of directors of a credit union in voluntary liquidation: a. Is responsible for conserving the assets, for expediting the liquidation, and for equitably distributing the assets to members.b. Shall determine all persons handling or having access to funds of the credit union are adequately covered by surety bond.c. Shall appoint a custodian for the credit union's records that are to be retained for five years after the charter is canceled.d. May appoint a liquidating agent and delegate part or all of these responsibilities to the agent and may authorize reasonable compensation for the agent's services. A liquidating agent must be adequately bonded for faithful performance of the agent's duties, and the coverage must remain in effect or the discovery period extended for at least four months after the final distribution of assets.3. The supervisory committee, a certified public accountant hired by the supervisory committee, or if the bylaws do not establish a supervisory committee, a certified public accountant hired by the board of directors, is responsible for making periodic audits of the credit union's records, at least quarterly, during the period of liquidation.4. Within three days after the decision of the board of directors to submit the question of liquidation to the members, the president shall notify the commissioner and the regional director of the national credit union administration in writing, setting forth in detail:a. The reasons for the proposed action;b. The previous month-end balance sheet and income statement; andc. A written plan for the liquidation of assets, payment of creditors, and payment of shares to be completed within one year of the date of membership approval to liquidate.5. Within three days after the action of the members on the question of liquidation, the president shall notify the commissioner and the regional director of the national credit union administration in writing as to whether a majority of the members approved the proposed liquidation.6. Within ten days of the decision to liquidate by the board of directors, a notice of the decision must be handed to each member, electronically distributed, or mailed to the member's last-known address to confirm in writing the shares and deposits held by the member in the credit union and the loans owed by the member to the credit union.7. Within ten days of the approval of a majority of the members of a credit union of a proposal to liquidate, the board of directors of the credit union shall have prepared and mailed to all creditors a notice of liquidation containing instructions to present claims to the credit union within ninety days for payment. New creditor claims subsequent to this notice which are necessary for the continued operation of the credit union during liquidation must continue to be paid upon authorization of the board of directors or liquidating agent.8. Immediately upon the decision of the membership to liquidate, the credit union may continue to do all things under the original corporate name of the institution, to sue and be sued, to execute conveyances and other instruments, to take, hold, and own property, and to do all other things as may be necessary to realize upon the institution's remaining assets for the benefit of the institution's members, but not to engage or continue in any new or other business under the institution's charter or otherwise. At the discretion of the board of directors or the liquidating agent, transactions upon membership transactional accounts may continue to be honored up to the federal insurance limit until the accounts are sold or otherwise liquidated.9. At the commencement of voluntary liquidation of a credit union, the treasurer or agent conducting the liquidation shall file with the commissioner a financial and statistical report and a schedule showing the name, book number or account number, share balance, and loan balance of each member.10. Credit unions in the process of voluntary liquidation shall file with the commissioner a financial and statistical report as of December thirty-first or within thirty days after such date. Additional reports, as determined by the commissioner to be necessary, must be furnished promptly on written request.11. When deemed advisable by the commissioner, an examination of the books and records of a credit union may be made before, during, or following completion of voluntary liquidation. The commissioner shall set fees for the examination at an hourly rate sufficient to cover all reasonable expenses of the department of financial institutions associated with the examination. Fees must be collected by the commissioner and deposited in the financial institutions regulatory fund.12. If at any time during the liquidation of credit union assets, it is found the value of remaining assets will not be sufficient to cover the claims of creditors and shareholders, the board of directors or, if appointed, the liquidating agent shall immediately notify the commissioner and the regional director of the national credit union administration. Further liquidation of credit union assets or distributions to shareholders after notice requires written approval from the commissioner.13. With the written approval of the commissioner, a partial distribution of the credit union's assets may be made to its members from cash funds available on authorization by its board of directors or by a duly authorized liquidating agent whose appointment specifically includes the authority. Partial distributions cannot exceed the national credit union share insurance limit.14. When all assets of the credit union have been converted to cash or found to be worthless and all loans and debts owing to it have been collected, sold, or found to be uncollectible and all obligations of the credit union have been paid, with the exception of amounts due its members:a. The books must be closed and the pro rata distribution to members computed. This computation must be based on the total amount in each member's share accounts as of the date the board of directors voted to voluntarily liquidate.b. The amount of gain or loss must be entered in each member's share account and should be entered in the member's passbook or statement of account.c. Promptly, funds must be distributed to each member. The funds must be mailed to such members at their last-known addresses, electronically transmitted to the members designated account, or handed to them in person.d. The passbooks or written confirmations submitted by members to verify balances must be retained with the credit union records.e. Unclaimed share accounts subject to the escheat or abandoned property laws of the state or the state of the members' residence must be paid to the state as required by such laws.f. The commissioner must be promptly notified of the date final distribution of assets to the members is started.g. In the event of a loss on members share accounts, a claim must be submitted by the board of directors or the liquidating agent if appointed, to the national credit union administration, private share insurance if available, and bonding company.15. Within one hundred twenty days after the final distribution to members is started, the credit union shall furnish to the commissioner's office a schedule of unpaid claims. The board of directors of the credit union or the liquidating agent if appointed shall report money in the account of a member who failed to surrender their passbooks or confirm their balances, final distribution checks not cashed within one hundred twenty days, and any unpaid claims to the unclaimed property division of the board of university and school lands pursuant to chapter 47-30.2.Added by S.L. 2023, ch. 93 (SB 2092),§ 2, eff. 8/1/2023.