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2019 Director Elections

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2019 Director Election

The Federal Home Loan Bank of Atlanta (Bank) is conducting an election to fill one member directorship and two independent directorships on its board of directors. Each financial institution that was a member of the Bank as of December 31, 2018, or that is the acquirer of or successor in interest to such an institution, is eligible to participate in the election. Eligible institutions in South Carolina will elect one member director. Eligible institutions in the Bank’s district at-large will elect two independent directors. Ballots were emailed to members on Monday, September 16, from our vendor, Survey & Ballot Systems. Your institution’s vote is important and the Bank encourages you to participate in the election. An independent director nominee must receive at least 20 percent of the votes eligible to be cast to be elected. The deadline for the Bank to receive completed ballots is 5:00 p.m. EDT, Wednesday, October 16, 2019. All elected directors will serve four-year terms that begin on January 1, 2020.

General Information about the Director Election Process

When conducting director elections, all Federal Home Loan Banks are required to follow the Federal Home Loan Bank Act, as amended (FHLBank Act), and the corresponding Federal Housing Finance Agency (FHFA) regulations. The number of independent directors and the number of member directors for each state are determined annually by the Director of FHFA in accordance with the FHLBank Act, which requires an FHLBank’s board to comprise at least a majority, but no more than 60 percent, of the directorships as member directorships and the remainder as independent directorships. As in years past, for 2020, FHFA has set FHLBank Atlanta’s board at 14 directors: eight member directorships (one in each of Alabama, District of Columbia, Florida, Georgia, Maryland, North Carolina, South Carolina, and Virginia) and six independent directorships (two of which were designated by FHLBank Atlanta’s board as public interest directorships). Directors serve four-year terms and the terms of our directors are staggered. In this year’s election, members in South Carolina will nominate and vote to elect the South Carolina member director, and all members will vote to elect two independent directors.

Member directors are required to be officers or directors of a current FHLBank Atlanta member institution and are selected through a state-by-state nomination and election process prescribed by the FHLBank Act and FHFA regulations. Any member located in the state in which a member directorship is up for election can nominate an officer or director of one of our current member institutions to serve as a member director. FHLBank Atlanta places all individuals who are properly nominated, qualified (see qualifications below), and who accept their nomination for a member directorship on the voting ballot sent to members in that state. In addition, when voting ballots are delivered, each member director nominee also receives information about the institutions entitled to participate in that state’s member directorship election.

Independent directors are nominated by FHLBank Atlanta’s board and elected at large through a process in which ballots are sent to all members in FHLBank Atlanta’s district. The FHLBank Act prohibits independent directors from serving as a director, officer, or employee of any member of FHLBank Atlanta. The required qualifications of independent directors are set forth below.

A member may cast one vote for each share of required stock for each open directorship, but is limited to the average amount of required stock held by members in its state as of the record date.

Member Director Election

Important information related to the nomination of member directors has been emailed to eligible institutions in South Carolina. Nominations for the member directorship must be submitted in accordance with the emailed instructions by 5:00 p.m. EDT on July 22, 2019.

The term of the member directorship being filled in this election begins on January 1, 2020, and ends on December 31, 2023.

Member Director Eligibility

  • To be eligible for the South Carolina member directorship, an individual must be a citizen of the United States and serve as an officer or director of a current FHLBank Atlanta member institution that (a) is located in South Carolina, (b) meets all minimum capital requirements established by its appropriate federal banking agency or appropriate state regulator, and (c) was a member of FHLBank Atlanta as of December 31, 2018.
  • Any individual who has been elected to three consecutive full terms on FHLBank Atlanta’s board may not serve a fourth term until two years after the expiration of the third consecutive term. Independent Director Election The terms of the independent directorships being filled in this election begin on January 1, 2020, and end on December 31, 2023.

Independent Director Eligibility

  • An independent director must be a citizen of the United States and a bona fide resident of FHLBank Atlanta’s district.
  • Such individual also must have knowledge of, or experience in, one or more of the following areas: auditing and accounting, derivatives, financial management, organizational management, project development, risk management practices, and the law.
  • An individual may not serve as an independent director if he or she is an officer of any Federal Home Loan Bank, or a director, officer, or employee of any member of FHLBank Atlanta, or of any recipient of advances from FHLBank Atlanta.
  • Any individual who has been elected to three consecutive full terms on FHLBank Atlanta’s board may not serve a fourth term until two years after the expiration of the third consecutive term.

Independent Director Election Application and Nomination Process

  • Individuals interested in being considered for an independent directorship must complete and return to FHLBank Atlantaby 5:00 p.m. EDT on July 22, 2019, the application and related forms that are available at the link below. FHLBank Atlantawill not accept any applications received after 5:00 p.m. EDT on July 22, 2019.
  • Deliver completed forms to Tina Carew, Legal Department, Federal Home Loan Bank of Atlanta, 1475 Peachtree Street NE, Atlanta, GA 30309.
  • FHLBank Atlanta’s board, in consultation with FHLBank Atlanta’s Affordable Housing Advisory Council, will select at least two independent director nominees and deliver the application of each such nominee to FHFA for review.

Independent Directorship Application Requirements

Applicants for the independent directorship with FHLBank Atlantamust complete the following forms:

 

Preliminary 2020 Board Meeting Schedule

Directors are strongly encouraged to attend all meetings of the board and board committees on which the director serves. The preliminary 2020 board meeting schedule is provided below. Individuals interested in being considered for an independent directorship are encouraged to review the 2020 board meeting schedule, noting the time commitment involved with this position, and to proactively examine any potential conflicts with accepting a position for Federal Home Loan Bank board service prior to applying.

Click here for the preliminary 2020 board meeting schedule.

If you have questions, please contact Tina Carew at 404.888.8549 or tcarew@fhlbatl.com.