Section 451. Proposed bylaws

The  incorporators  shall  subscribe  and
  acknowledge  and  submit  to  the  superintendent  proposed  bylaws,  in
  duplicate, which shall prescribe the manner in which the business of the
  credit union shall be conducted with reference to the following matters:
    1. The purposes of the corporation.
    2. The qualifications for membership.
    (a) Membership shall be limited to:
    (1) persons having a common employer;
    (2)  persons  and  organizations  who  are  members of the same trade,
  industry, profession, club, union, society or other association;
    (3) in the case of a credit union incorporated under this  chapter  as
  of  the effective date of this subdivision, and with the approval of the
  superintendent, which approval  shall  not  be  given  if  it  would  be
  destructive  of  competition within a municipality, more than one common
  employer; provided, however, that an employer  group  with  under  three
  thousand  employees may be added upon receipt of a notice as provided in
  subdivision two of section four hundred seventy-eight of this article;
    (4) with the approval  of  the  superintendent,  and  subject  to  the
  provisions  of  paragraph  (b)  of this subdivision, more than one group
  each of which has, within  the  group,  a  common  bond  of  occupation,
  including  a  common employer, or association; provided, however, that a
  group of less than three thousand members, which  is  within  reasonable
  proximity to the credit union's service area or areas, may be added upon
  receipt  of  a  notice  as  provided  in subdivision two of section four
  hundred seventy-eight of this article; or
    (5) persons and organizations within a well-defined  local  community,
  neighborhood   or  rural  district  and  who  in  the  judgment  of  the
  superintendent have such a community of interest as will  insure  proper
  administration.
    (b)  In  considering  an  application to add a group to a credit union
  authorized under subparagraph four of paragraph (a) of this subdivision,
  the superintendent shall not approve the addition unless  the  group  is
  within reasonable proximity to the credit union's service area or areas.
  If  the  group  has more than three thousand members, the superintendent
  shall not approve such addition unless he or  she  determines  that  the
  group  could  not  feasibly  or reasonably establish a new single common
  bond credit union because:
    (1) the group  lacks  sufficient  volunteer  and  other  resources  to
  support the efficient and effective operation of a credit union;
    (2)  the group does not meet the criteria which the superintendent has
  determined to be important for the likelihood of success in establishing
  and managing a new credit union, including  demographic  characteristics
  such  as  geographical location of members, diversity of ages and income
  levels, and other factors that may affect the  financial  viability  and
  stability of a credit union;
    (3)  the  group  would  be unlikely to operate a safe and sound credit
  union; or
    (4) the group has  been  transferred  from  another  credit  union  in
  connection  with  a  merger  or  consolidation recommended by a state or
  federal regulator based on safety and soundness concerns or by the board
  of  the  National  Credit  Union  Administration  in  its  capacity   as
  conservator or liquidating agent.
    (c) With the approval of the superintendent, a credit union may extend
  membership   to  persons  and  organizations  in  an  underserved  local
  community, neighborhood or rural district, where such area is determined
  by the superintendent to be an  "investment  area"  as  defined  in  the
  federal  Community Development Banking and Financial Institutions Act of
  1994 (12 U.S.C. 4703(16)) and any  other  requirements  imposed  by  the

  superintendent,  including a requirement that the credit union establish
  and maintain an office or facility in such area.
    (d) To the extent not expressly prohibited by the bylaws of the credit
  union:
    (1)  in  each  instance  where  a  person  is  a member or is directly
  eligible for membership, members of  his  or  her  immediate  family  or
  household  shall  be  eligible  for membership. For the purposes of this
  subparagraph, "immediate family" means  a  person's  spouse,  and  their
  lineal  ancestors  and  descendants,  including  persons  so  related by
  adoption, siblings, stepparents,  stepchildren,  and  stepsiblings;  and
  "household" means persons living in the same residence and maintaining a
  single economic unit;
    (2)  any employee of the credit union shall be eligible to membership;
  and
    (3) any member who leaves the field of  membership  and  who  has  not
  withdrawn or been expelled may retain membership.
    (e) To the extent not expressly prohibited by the bylaws of the credit
  union,   any   incorporated   or  unincorporated  organization  composed
  principally of persons eligible to membership in the  credit  union  and
  the  organization's  employees  shall  be  eligible to membership in the
  credit union.
    (f) Any person who is eligible for membership by reason  of  the  fact
  that he or she is an employee either of a common employer or of a credit
  union  shall  not  become  ineligible,  after  the  termination  of such
  employment, as long as he or she receives a pension or annuity from,  or
  under,  a  plan or other arrangement established by such common employer
  or credit union.
    (g) The provisions of this subdivision shall not apply to a  corporate
  credit union.
    3.  The  manner  of  conducting  meetings, the method by which members
  shall be notified of meetings, and the number  of  members  which  shall
  constitute a quorum.
    4. The number of directors, which shall be a number not less than five
  nor more than fifteen.
    5. The term of office of directors.
    6. The number of directors necessary to constitute a quorum.
    7.  The  time,  place and manner of holding the annual and any special
  meetings of the members of the credit union.
    8. The officers to be elected from among the board of directors; their
  titles, duties and terms of office.
    9. Whether one or more loan officers or, in the alternative, a  credit
  committee shall have the responsibility of passing upon the applications
  of  members  for  loans and the powers and duties of the loan officer or
  credit committee and the number of members,  not  less  than  three,  of
  which  the credit committee shall be composed, their term of office, and
  manner of election or appointment.
    10. The powers, duties, term of  office  and  manner  of  election  or
  appointment  of the supervisory committee and the number of members, not
  less than three, of which it shall be composed.
    11. The  conditions  upon  which  shares  may  be  issued,  paid  for,
  transferred and withdrawn.
    12.  The  fines, if any, which shall be charged for failure punctually
  to meet obligations to the corporation.
    13. The manner in which dividends shall  be  determined  and  paid  to
  members.
    14.  The  manner  in  which  the  funds  of  the  corporation shall be
  employed.
    15. The conditions upon which loans may be made and repaid.

    16. The maximum rate of interest that may be charged upon loans.
    17.  The  method  of receipting for money paid on account of shares or
  loans.