Transfer of Engagements and SGM 6th May
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Frequently Asked Questions and Answers
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Why are we holding a Special General Meeting?
As a small financial entity, we are finding it difficult to compete due to higher costs associated with delivery of financial services and, in recent years, increased costs of compliance. We are not alone – the number of credit unions in New Zealand has reduced from 70 (twenty years ago) to 30 (ten years ago) to just 8 today.
The NZFCU has faced several challenges over the past couple of years as a result of such cost increases and compliance issues. As a result, we are in breach of our undertakings under the Trust Deed, specifically:
– to maintain a capital ratio in excess of 10%;
– to comply with the risk management program requirements; and
– to comply with the RBNZ credit rating exemption.
The Board of Directors of the NZFCU has worked tirelessly over the last twelve months, alongside both our Supervisor, Covenant Trustee Services Ltd (“Covenant”), and our solicitors, WCM Legal, to remedy the breaches under the Trust Deed.
However, it has become clear to the Board that for the NZFCU to remain a viable option for Members and as a sustainable credit union in the future, a transfer of engagements is the only option going forward.
Alternatively, if Members do not wish to continue the NZFCU under a transfer of engagements the second option of a wind up has also been proposed. Members of NZFCU will vote on the proposed transfer of engagements (Option 1) or ordinary wind-up (Option 2) at a Special General Meeting on:
Friday, 6 May 2022.
Do we have the opportunity to vote at the Special General Meeting?
Yes, you have the chance to vote on this at the Special General Meeting and we strongly encourage you do so.
To proceed with the transfer of engagements (Option 1), we require at least 75% of your votes, cast in person or by postal vote at the Special General Meeting, to be in favour of the transfer of engagements.
There will also be a second option available for vote at the Special General Meeting which is an ordinary wind up of the NZFCU (Option 2) which also requires a vote of 75%.
If less than 75% of voting Members approve the transfer of engagements, then NZFCU will not transfer its engagements to NZCU Auckland.
The wind-up resolution votes will then be counted. If there are more than 75% of votes in favour of a windup, then those processes will be commenced.
What happens if 75% of votes isn’t reached on either option?
In the event that neither option receives over 75% of votes, then our Supervisor, Covenant, will appoint a receiver to take charge of NZFCU assets and complete its own wind up as a last resort.
What is a transfer of engagements?
A transfer of engagements is a legal process where all assets, liabilities, and undertakings of one or more credit unions are transferred to another credit union – it is similar to a merger.
The majority of the reduction in numbers of credit unions in New Zealand described
in an earlier answer has been as a result of the transfer of engagements.
If we vote for Option 1, when will the transfer of engagements take effect?
The effective date of the transfer of engagements is expected to be on or around 30 June 2022 subject to NZCU Auckland’s Board and regulatory approvals.
It is conditional on a number of matters, including approval of the transfer of engagements by NZFCU members.
Will there be changes to how I bank with you?
If the transfer of engagements is agreed, there will be no immediate changes with your day-to-day dealings with us and our products and services. Your loans and investments will continue to be managed the same way.
As we complete our review of products and services to enhance our offering, you may be
notified of some changes in the future.
Will staff lose their jobs?
No. Member services staff will remain to assist our members’ needs. However, the current General Manager role is to be replaced with a Business Development role intended to work exclusively with existing members and grow the current membership base.
The details of future resource requirements will be worked through during the planning and
The NZFCU trading name will continue and its Petone office will also continue to operate at least until the end of the current lease term.
How will the Board of Directors be structured?
NZFCU will be represented by 3 Directors on the NZCU Auckland Board. They will be eligible for reelection (as with the other board members) at regular intervals.
You will have the opportunity to cast your votes for your representatives at those meetings.
Will all products and services remain the same?
There are a large number of products and services across NZFCU and NZCU Auckland. Some will be similar, some unique.
As part of the planning phase, a review of all products will be undertaken to identify
duplicated products and review opportunities for new and, where appropriate, improved products and services.
How will a transfer of engagements specifically benefit me as a member - owner?
Being part of a larger credit union can enable us to provide greater efficiencies, better pricing for savings and lending rates, more competitive fees, greater ease of access across an extended branch network throughout Auckland including 5 locations and online
channels, enhanced technology to improve services, and wider access to capital.
Will this mean lower fees in the future?
The merged credit union is anticipated to provide improved efficiency and reduced costs in the future – enabling fees, interest rates and offerings to be reviewed.
I have my full pay going to my FFCU account which waives my fees. Will I now have fees with associated with my account? We also have a shift mess account with multiple cards, will that have to change?
NZCU Auckland will continue the current fee arrangement regarding transactional accounts,
EFTPOS fees and other related costs for a period of 12 months after which time, there will be a full organisational fee review, and a joint fee structure will be implemented.
Can I still deposit cash at the branch?
Yes, the Petone branch will still be accessible until the end of the Lease in 18 months at which point it will be reviewed.
Members in the Auckland region will be able to use the NZCU Auckland branches located
throughout the city.
What will the transfer of engagements cost me as a member?
There will be no direct cost to members.
NZFCU and NZCU Auckland will face some initial costs upfront to implement the transfer of engagements, but in subsequent years these are expected to be more than offset by cost efficiencies.
The Firefighter brand is a cornerstone for a lot of us members, how will the Firefighter brand be retained?
Current collateral (logo, cards and correspondence) will remain the same. NZCU Auckland understands and recognises the value and power the NZFCU brand has.
Firefighters are in every community and NZCU Auckland has a strong community focus. They are committed to keeping the brand at the front of their business as its strength.
Why should I not just move my savings and investments to a bank?
We’re not changing. We will still hold the same values we always have and will remain a co-operatively owned not-for-profit business, governed by members, for members.
Members of a credit union do not see the profits go offshore and this will not change. The
transfer of engagements will make us stronger and more competitive, and allow us to differentiate our market positioning more easily than we presently can as a member-owned credit union.
I have a loan with NZFCU. Can I expect to see any changes to my loan?
There will no changes to how your loan repayments are made.
With the transfer of engagements, new loans are expected to see a reduction in loan application fees and starting interest rates.
Will there be any changes to my day-to-day banking?
Your day-to-day dealings with products and services will not change with the transfer of engagements.
As we complete our review of products and services, you may be notified of some changes in the future. This will include identifying duplicate products, unique products, and opportunities for new products and improved products and services where appropriate.
11 March 2022
WHAT IS HAPPENING AND MORE INFORMATION
In our last newsletter on 22 February, we let you all know that our future is looking positive with a transfer of engagements (ToE) offer from another credit union being received by your New Zealand Firefighters Credit Union (NZFCU) Board. A ToE is simply a proposal for two credit unions to amalgamate as one.
WHY DO WE NEED TO DO THIS?
By amalgamating with another like minded credit union we can share our resources and costs to ensure that both of us continue to provide our premium credit union products and services to all of our members while ensuring we can meet the growing costs of compliance and regulation.
WHO WILL WE JOIN WITH IN THIS ToE?
WHAT PART DO THE MEMBERS PLAY IN THIS?
Importantly, the decision to merge ultimately lies with you, the members, who will vote on accepting it at an upcoming Special General Meeting (SGM) on 31 March 2022. For the ToE to go ahead, we need 75% of the voting members to agree to it. This is why your vote is crucial.
If members do not support the merger then the other option is to wind up. You will have an option to vote for a wind up at the SGM. There is further information on this on our website by clicking here. If neither option is supported then we will go into receivership. Next week’s newsletter will provide more detail about what happens if we wind up.
Because of the Covid situation, our upcoming meeting can only be held online but details on how you can do this will be available soon. Plus EVERY member gets to receive a full information pack soon containing a voting paper and a return envelope.
Who are Credit Union Auckland Inc and let's see some comparisons
Credit Union Auckland is an Auckland based credit union with over 4,000 members and five branches – Penrose, Manukau, Highbrook, Harbour (Ports of Auckland) and Tip Top.
They have an asset base of nearly $21 million, with reserves and retained earnings of $3.112 million. NZCU Auckland’s gross capital adequacy ratio is currently a healthy 14.74%
Credit Union Auckland has been registered and offering benefits to members for more than 56 years. It has grown and prospered through a large number of mergers over the years with numerous industrial credit unions.
It is based in South Auckland and its main focus is on working with, and supporting their communities that they serve.
Credit Union Auckland shares a common thread with the New Zealand Firefighters Credit Union where acting with integrity, empathy and care of members is at the forefront of everything they do and makes us both very different from other financial services competitors. They share the credit union philosophy of providing financial support to others without making large profits at their member’s expense.
NZCU Auckland is focused on their communities in the same way that firefighters across New Zealand work with and for their communities.
NZCU Auckland’s philosophies on member benefits are very similar to NZFCU. In fact, their dividend structures (at the time of writing) are better than currently advertised by the NZFCU and offer more savings options as shown on the left:
What would a new combined Credit Union look like?
This transfer of engagement would be the coming together of two similar philosophies. During the turbulent times of the last few years, NZCU Auckland’s main concern was for the members of their organisation. They share a common desire to maintain the identity of NZ Firefighters Credit Union so that it may remain in existence and proudly support firefighters across the country.
NZCU Auckland understand the history of the Firefighters Credit Union and can add financial, regulatory and governance expertise, along with sound business plans to allow for continued growth and prosperity for all members.
In summary, a transfer of engagement would provide the following benefits, shown on the right, to existing NZ Firefighters members and future members.
How do loan interest rates and fees compare?
In terms of lending rates and fees, NZCU Auckland are similar with regards to secured personal loan interest rates whilst unsecured rates are higher. This is a reflection of the demographic base that they serve in Auckland but is still considerably lower than finance companies.
In recognition of the unique Firefighters fee structure, Credit Union Auckland will continue the current fee arrangement regarding transactional accounts, EFTPOS fees and other related costs for a period of 12 months after which time, there will be a full organisational fee review and a joint fee structure will be implemented.
What are the other options we have?
If members do not support the merger then the other option is to wind up. Members have an option to vote for a wind up at the SGM. There is further information on this by clicking here If neither option is supported then we will go into receivership. Next week’s newsletter will provide more detail about what happens if we wind up.
What your staff think
Rochelle – I think our members will be pleasantly surprised with this TOE partnership. Our members are at the heart of everything we do here at NZFCU and they share a similar character.
We keep our brand, our team and with the extra support from our new partner, and we can get back to focusing on our members.
Samir – What a wonderful opportunity for us to explore and get back on an upward trajectory again.
It is definitely a win-win situation for all of us here, just like me, everybody else is looking forward to this exciting partnership.
If this goes ahead, I am eagerly looking foward to providing our members with further opportunities for a seamless experience.
Jon – I believe that the credit union is worth fighting for. It provides a unique alternative for firefighters and their families based on “firefighters helping firefighters”.
The opportunity to join with another credit union that has the same values and care for its members is the best response to a financial environment which has become a tough, highly regulated and very costly place to operate in.
So, the survival of your credit union now depends on members agreeing to this TOE. This makes a ton of sense and is our best chance.
Mark Virtue – Chair of the Board
Kia ora koutou,
There has never been a more critical time in the New Zealand Firefighters Credit Union’s 46-year history. We are asking you to vote for the credit union to stay in business by merging with NZCU Auckland, or to close its doors.
Your board is confident that the transfer of engagements (TOE) offer we have received, is the best we could ask for. It keeps our ethos, brand, office, valued customer service team, three firefighter members on the new board and creates an opportunity to grow.
We have been encouraged by NZCU Auckland’s willingness to collaborate and view the TOE as a partnership. It is a community-based organisation with members at its heart. We will have the backing and financial security of a larger organisation that sees nothing but potential in a nationwide network of existing and potential members.
Your other option is to vote for a wind up. If neither of these are successful we will go into receivership. Our website explains these more fully by clicking here.
I wholeheartedly encourage you to engage with us, if you have any queries or concerns. We are available at firstname.lastname@example.org or by contacting the office. We are looking forward to walking this exciting path, alongside our valuable members.
Read about the exciting news coming your way shortly. The NZFCU Board accepts a proposal for a Transfer of Engagements (TOE) with another credit union. Read why this is important for our members and hear from Boyd Raines who heads the Board TOE committee overseeing this proposal.
Click here to see the news from 22 February.