BY-LAWS as of January 2023

10 | Barbados Public Workers’ Co-operative Credit Union Limited - ByLaws (4) “A person who has served two (2) consecutive terms as a Director or a member of the Credit or Supervisory Committee, shall not be eligible for election to elected office in the year of retirement.” (5) “A person who has served as a Director or a member of the Credit or Supervisory Committee and who has already served for a period of twelve (12) years cumulatively shall retire and shall not be eligible for re-election to any elected office.” ROTATION OF DIRECTORS 39. (1) Where persons are to be elected for varying terms, the member receiving the highest number of votes cast, is to be declared elected for the longest or longer term as the case may be (2) Where two (2) or more candidates receive an equal number of votes, the members present may by resolution provide that a second ballot be cast or where the meeting does not decide to hold a second ballot to break the tie, the Chairman of Elections shall draw lots and the candidate whose lot is drawn, is to be declared elected for the longest or longer term (3) Where candidates are elected unopposed, the members present may by resolution provide that a ballot be cast to determine the term of office for each member or where the meeting does not decide, the Chairman of Elections shall draw lots to determine the tenure of office for each candidate. TERMINATION OF OFFICE 40. (1) The Board of Directors, the Credit Committee, the Supervisory Committee, or any member thereof, may be removed from office before expiration of their or his term of office, by a three-fourths (3/4) majority of the members present at a Special General Meeting and voting with respect to a special resolution presented at that meeting, at which ten (10) days notice specifying the intention to propose the resolution has been given. (2) Any such Board, Committee or a member thereof must be informed in writing of the charge against him at the time of the notice and at such meeting, shall have reasonable opportunity to answer such charge. At such meeting, the members shall proceed to the election of a new Board, new Credit Committee, new Supervisory Committee or new member. Any member so elected, shall be subject to retirement at the same time as if he had become a member of the Board, Credit Committee or Supervisory Committee on the day in which the member in whose place he is elected, was last elected. 41. (1) A member of the Board, the Supervisory Committee or Credit Committee shall be deemed to have vacated office as provided for pursuant to the Act, Regulations and By-Laws; or (2) He becomes destitute or delinquent with his creditors, including this Society or any other co-operative society and such delinquency continues for a period of ninety (90) days; or (3) Fails to attend three (3) consecutive meetings of the Board, the Supervisory Committee or the Credit Committee without giving satisfactory explanation to the Board or the relevant committee within seven (7) days of his absence from the third meeting 42. Where there is any vacancy among the Directors, the directors then in office may exercise all of the powers of the Board and shall where no more than four vacancies exist, fill the vacancy within fourteen (14) days until the next Annual General Meeting 43. The Board shall appoint from its members such other sub-committees as it thinks fit. In the exercise of its functions these sub-committees shall have the powers assigned by the Board, the Act, Regulations, and these By-Laws. DISCLOSURE OF INTEREST 44. A director or officer or senior management personnel of the Society: (a) who is a party to a contract or proposed contract with the Society; or (b) who is a director or an officer of any body or has an interest in any body that is a party to a contract or proposed contract with the Society must disclose in writing to the Society or request to have entered in the minutes of meetings of the Board the nature and extent of his interest

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