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EXCERPTS FROM BYE-LAWS OF

UWI CREDIT UNION CO-OPERATIVE SOCIETY LIMITED

NO. TITLE PAGE

4                      Membership                                                                                        3
7                      Nomination of Beneficiaries                                                             6
21                    General Meetings                                                                              11
24.                   Voting                                                                                                 13
28                    Board of Directors                                                                            16
40                    Supervisory Committee                                                                    23
41                    Credit Committee                                                                               24
45                    Members Accounts                                                                          26
46                    Confidentiality                                                                                   27

4. MEMBERSHIP

4.2 ADMISSION

(a) Application for membership shall be made to the Secretary on the prescribed form and shall only be entertained where the applicant is recommended by a member. All applications shall be decided on bv the Board. The negative votes of three (3) members of the Board shall disqualify any applicant from membership.

(b) Membership shall commence from the date of approval by the Board subject to payment of a non-refundable entrance fee and the purchase of one (1) full share. All entrance fees shall be credited to the Reserve Fund.

(c) A first copy of these Bye-Laws shall be given free of charge to each person admitted to membership. Any additional copies required by the member will be supplied at a cost to be determined by the Board of Directors.

4.3 TERMINATION

(a) Membership shall be terminated by the death or insanity of a member, by written resignation or by expulsion or by loss of qualification as approved by these Bye-Laws.

(b) A member shall have the right to resign from the Society provided that he is not indebted to the society directly or indirectly.

7. NOMINATION OF BENEFICIARIES

(a) Appointment of Nominee

Every member of the Society shall make a nomination, in writing under his hand and attested by two (2) witnesses, of such person or persons to whom or to whose credit, the share or interest held to his account with the Society, or the value thereof shall, subject to Sub-Clause (d) hereunder, be paid or transferred in the event of his death.

(b) Change of Nominee

A member may from time to time revoke or vary a nomination, in writing under his hand, provided it is similarly attested as set out in Sub-Clause 7(a) above. All such nominations, revocations or variations shall be recorded in a Register of Members.

21. GENERAL MEETINGS

(a) The supreme authority of the Society shall be vested in properly constituted general meetings of members at which every member has the right to attend and vote on all questions.

(b) The Annual General Meeting shall be convened by the Board not later than one (1) month after the report on the audit of the accounts of the society is received by the Board. At least fourteen (14) days notice shall be given to all members. The notice shall state the date, time and venue of the meeting and the business to be transacted thereat.

(c) A Special General Meeting shall be convened by the Secretary on the request of the President, the Board, the Supervisory Committee, the Commissioner or his representative or on receipt by the Secretary of a written demand signed by not less than ten percent (10%) of the members or Seventy-five (75) members, whichever is less, stating the purpose of the meeting.

22. NOTICE OF MEETINGS

(c) Notwithstanding anything herein contained to the contrary, notice of the annual general or any special general meeting shall be deemed to have been given or served upon every member of the society if a notification thereof be posted in a conspicuous place at the registered office or place of business of the society for at least fourteen (14) days prior to such meeting and in addition, if notice thereof be published once a week in two daily newspapers circulating in Trinidad and Tobago, during at least fourteen (14) days prior to such general meeting.

24. VOTING

(a) Save as is otherwise provided in these Bye-Laws, decisions at any meeting of the society shall be made by a majority of the votes cast by members present.

(b) Each member who has attained the age of fourteen (14) years shall be entitled to cast a vote irrespective of share holdings and there shall be no voting by proxy.

25. POWERS AND DUTIES OF ANNUAL GENERAL MEETING

The powers and duties of the Annual General Meeting shall be:-

(a) To consider the accounts and reports presented by the Board and Committees for the preceding year together ….

(f) To elect a Board of Directors, a Credit Committee and a Supervisory Committee.

(h) To consider and decide upon proposals for amendments to the Bye-Laws.

28. BOARD OF DIRECTORS

(a) The Board shall consist of nine (9) members to serve for a term of three (3) years and to be elected at an annual general meeting. No Director shall be eligible for service on the Credit Committee.

(d) No person may be a member of the Board and a salaried employee of the society at the same time.

40. SUPERVISORY COMMITTEE

(a) The Supervisory Committee shall consist of three (3) members to be elected annually by the members at each annual general meeting, none of whom shall be eligible for service on the Board or the Credit Committee or any other Committee of the Society.

(e) The Supervisory Committee shall:-

(i) Make an examination of the affairs of the Credit Union, including an audit of its books at least semi-annually, and, if necessary, convene a special general meeting and submit its report at each such meeting.

(ii) Make an annual report of its audit and submit the same to the annual general meeting of the members.

41. CREDIT COMMITTEE

(a) The Credit Committee shall be responsible for the approval and general supervision of all loans to members.

(e) The Committee shall enquire carefully into the financial position of borrowing members and their endorsers so as to ascertain their ability to repay fully and promptly the obligations assumed by them, and ascertain whether the loan promises to be of benefit to the borrower. The Committee shall determine the terms upon which the loan shall be repaid.

48. MEMBERS ACCOUNTS

A quarterly statement of accounts shall be issued to each member containing all his financial transactions with the Society including the balances on each account contained therein.

52. CONFIDENTIALITY

All transactions of the Society with its members and all information respecting their personal affairs shall be held in the strictest confidence by all members of the Board and Committees and employees of the Society.