Independent Community Bankers of Colo

“Article I of the By-Laws provides that "The Corporation shall have two (2) classes of members... Active Members: Any state or national bank, industrial bank, savings and loan association, savings bank, or trust company dedicated to the preservation of an independent banking system. The principal office of an Active Member shall be located within the State of Colorado or in such states contiguous or within reasonable proximity to Colorado as the Board of Directors may from time to time approve. Associate Members: Any person, firm or corporation as may be approved from time to time for such membership by the Board of Directors. The Board of Directors shall have the right to reject the application of any person for membership on such grounds as it may deem appropriate."”

“Active members are divided into four geographical districts (by county). Each District may have three Directors on the Board. Article II(2) of the By-Laws provides: "In any year when any District is entitled to elect a Director, the President shall cause the Secretary to advise the Active Members not later than ninety (90) days prior to the annual meeting of the procedure for nominating and electing District Directors. Any Active Member within a District may nominate an officer of such member or any other member within such District for election as a Director. An officer of a member located outside the State of Colorado shall be eligible for election as a Director. Nominations shall be in writing, accepted by the nominee and submitted to the corporation office not later than fifteen (15) days after forwarding by the corporation of advice of the nominating and electing procedure. Within ten (10) days thereafter, the Secretary shall cause written ballots to be mailed from the corporation office to the members of each district entitled to elect a Director, and such ballots shall be returned to the corporation office not later than thirty (30) days prior to the annual meeting. Each member of a District who is an Active Member of the corporation in good standing shall be entitled to one vote to be cast by one of its officers or directors designated by such member or otherwise authorized by these By-Laws for said purpose. There shall be no fractional votes. The candidate receiving a majority of votes cast by Active Members of the District shall be elected, but if no person receives a majority, the two persons receiving the highest number of votes shall be subject to a run-off election. The Secretary shall cause written ballots to be mailed not later than twenty (20) days prior to the annual meeting for the purpose of the run-off election and they shall be returned and received by the corporation not later than ten (10) days prior to the annual meeting. If said balloting results in a tie vote, the winner shall be chosen by the President of the corporation through the flip of a coin. Announcement of the successful candidates shall be made at the annual meeting of the corporation."”

“At the Organization's annual business meeting held at convention, active member banks are given a copy of any draft resolutions before the meeting. A vote on these resolutions is an action item on the annual business meeting agenda. The policy resolutions include a provision "we hereby adopt, ratify, and confirm all official actions of the Officers, Directors, Committees, and Staff during the past year."”

“All officers and directors are provided with a copy of the tax return and it is reviewed at their Board meeting before the return is filed.”

“Every year, all members on the board are required to read and sign the "Board of Directors Conflict of Interest Policy and Disclosure Form."”

“State salary and non-profit surveys are reviewed by the Board and Executive Director. The Board approves any salary recommendations.”

“All documents, policies and financial statements are available on request.”