STATE OF CALIFORNIA – DEPARTMENT OF FINANCIAL PROTECTION AND INNOVATION

APPLICATION FOR APPROVAL TO FORM A CREDIT UNION

DFPI-390 (Rev. 11-20)

BEFORE THE
DEPARTMENT OF FINANCIAL PROTECTION AND INNOVATION
OF THE STATE OF CALIFORNIA

In the Matter of an Application for ) Date: , 20

Approval of )
)
)
)
)
to Form a Credit Union )

APPLICATION FOR APPROVAL TO FORM A CREDIT UNION

This application will not be filed unless accompanied by the statutory fee of Five Dollars
($5.00), (Financial Code Section 14152).

TO THE COMMISSIONER OF FINANCIAL PROTECTION AND INNOVATION:

Application is hereby made for the written consent of the Commissioner of Financial
Protection and Innovation to the proposed organization of a corporation to engage in
the credit union business, as provided in the Credit Union Law (California Financial
Code, Division 5, Chapter 2) at or in the vicinity of:

(Proposed Street) (City) (County) (Zip Code)

(Proposed Name of the Credit Union)

Please indicate the name, address, and telephone number of the person who is to
be contacted for any information regarding this application:

Name: _____________________________________________

Address: ___________________________________________

Telephone No. (_____)______________________________

(Area Code)
STATE OF CALIFORNIA – DEPARTMENT OF FINANCIAL PROTECTION AND INNOVATION
APPLICATION FOR APPROVAL TO FORM A CREDIT UNION
DFPI-390 (Rev. 11-20) Page 2 of 21

GENERAL INSTRUCTIONS:

The following shall be furnished as exhibits on separate sheets. The reference to each
exhibit should be shown in the space provided on this form. Do not file duplicate exhibits
unless so requested.

1. Corporate Form

a. Exhibit fdsa . A certificate of reservation of the proposed name to be obtained

from the California Secretary of State pursuant to Corporations Code, Section
7122, and Government Code, Section 12199.

b. Exhibit . A draft of the proposed Articles of Incorporation (See Financial

Code Sections 14100, 14101 and 14102).

c. Exhibit . A draft of the proposed bylaws. If the proposed bylaws have been
approved by this Department previously as standard bylaw provisions
appropriate for all credit unions, please note that fact here.

2. Management

a. Exhibit . A listing of all proposed Officers, including the Chief Executive

Officer and the Chief Financial Officer (if any), Directors, Credit Committee
members (or Credit Manager) and Supervisory Committee members. Use the
format, as shown below, with appropriate titles and/or designations:

CREDIT SUPERVISORY DIRECTOR OFFICER COMMITTEE COMMITTEE

NAME (X) (X) (X) _(X)_

b. Exhibits through . A Credit Union Official - Questionnaire (on form attached)

for each person listed in 2a above. (Financial Code Section 14153)
Copies may be made of said form as are necessary.
STATE OF CALIFORNIA – DEPARTMENT OF FINANCIAL PROTECTION AND INNOVATION
APPLICATION FOR APPROVAL TO FORM A CREDIT UNION
DFPI-390 (Rev. 11-20) Page 3 of 21

c. Exhibits through . A statement for each person listed in 2a, above, that
he/she has a copy of and is familiar with the California Credit Union Law
(Financial Code) and the Commissioner's Rules (Code of Regulations), in the
format attached.

d. Exhibit . A detailed description, submitted by the proposed Board of Directors,

of the results of an investigation conducted by them of the proposed Chief
Executive Officer. This report must show, at a minimum, the following:

(1) Results of a credit check, identifying credit bureaus or other sources utilized.

(2) Results of contacts with previous employers, identifying the persons contacted
by name and institution. Comments received should be summarized - positive,
and negative and no comment.

(3) Summarized candidate's qualifications to supervise.

(4) Proposed salary and proposed employment contract, if any.

e. Exhibit . Original of "Agreement by Directors and Committeemen to Serve".

3. FIELD OF MEMBERSHIP

a. Exhibit . Completed "Field of Membership Questionnaire". Complete only the

field of membership questionnaire which relates to the applicant's proposed field of
membership (i.e., common bond of employment, association, or residence). See
questionnaires attached.

b. Exhibit . Completed "Minutes of Organization Meeting". A sample format is

included with this application.

c. Exhibit . Results of a survey of the proposed membership demonstrating the

initial interest in the credit union. Please enclose a sample of the form used for
this survey. A sample "Credit Union Survey" is included with this application for
optional use.
STATE OF CALIFORNIA – DEPARTMENT OF FINANCIAL PROTECTION AND INNOVATION
APPLICATION FOR APPROVAL TO FORM A CREDIT UNION
DFPI-390 (Rev. 11-20) Page 4 of 21

4. PLAN OF BUSINESS
a. Exhibit . A narrative statement setting forth in reasonable detail, the company's
proposed plan of business at the outset and for the future. Include information as
to the types of share deposit instruments to be offered, and the kinds of loans and
investments which are intended to be made. Provide sufficient information so that
the Commissioner will be fully informed as to the objectives of the proposed
company, and how those objectives will be met.

b. Exhibit . A schedule showing the proposed annual salary to be paid to managing

personnel, type of position, and the proportion of time to be devoted to that
position by each. The schedule should cover the first three years of operation.
Also, apprise the Commissioner of how the officers and managing personnel will
be involved in the business.

c. Exhibit . A schedule showing the number of share deposit instruments to be

issued by type, and the dollar value of each, estimated to be outstanding at the
end of each of the first three years of operation. Include the estimated dividend
rates to be paid for each type of instrument.

d. Exhibit . A schedule showing the number and dollar amount of loans and
investments estimated to be outstanding at the end of each of the first three years
of operation. Include the estimated rates of charge to be collected for each type of
receivable or investment, and submit a written statement of the company's
proposed credit and investment policies in the same form as would be used by the
officers and employees.

e. Exhibit . A statement as to whether or not the credit union's quarters are to be

purchased or rented. Include a summary of the terms of purchase or lease, and
details of any furniture, fixtures, and equipment needed with the estimated costs. *
If the sponsor will be providing help in this area (or any other areas of operation)
provide a letter from the sponsor committing to the type of support to be offered
and any time-frames when the support will cease.

f. Exhibits through . Estimated Income Statements and estimated balance

sheets for each of the first three years of operation, in a proper chart of account
format. Include all assumptions made, sources of information used to support the
validity of the assumptions, conclusions reached, and all calculations made to
arrive at the figures shown in the financial statements.
STATE OF CALIFORNIA – DEPARTMENT OF FINANCIAL PROTECTION AND INNOVATION
APPLICATION FOR APPROVAL TO FORM A CREDIT UNION
DFPI-390 (Rev. 11-20) Page 5 of 21

The following exhibits should be included ONLY IF THE PROPOSED CREDIT UNION'S
FIELD OF MEMBERSHIP IS BASED ON COMMUNITY RESIDENCE:

5. Public Convenience and Advantage

a. Exhibit . An economic report of the geographic area (the community) which the
proposed credit union intends to serve. The purpose of the report is to
demonstrate to the Commissioner that the applicants have carefully and
thoroughly studied the community characteristics, and to provide a showing to said
Commissioner that there is a need for the credit union facilities in the community
and that the community can support the proposed credit union.
The economic report on the community must include:

(1) The date that the report was prepared and the name of the person
preparing the report.

(2) A map on which is indicated the proposed location, an outline of

the proposed member service area, and the location of all existing
credit unions within a ten-mile radius of the proposed location.

(3) A listing of the names and addresses of all credit unions, banks,
savings and loan associations, industrial loan companies, and other finance
companies within a five-mile radius of the proposed location.

(4) The following minimum demographic and economic

information:

(a) The population of the community to be served as shown by the most

recent U.S. Census and as presently estimated.

(b) A statement as to the estimated growth in population during each of

the last three years, together with forecasts of future growth of the
community.

(c) Mean and median income of residents in community compared to

county, state, and national mean and median incomes. Income per
household may be substituted for mean and median income.

(d) Any other facts, statistics, or conditions that exist showing a need for a
new credit union, or showing that the competitive effect of another
credit union in the community will be healthy.
STATE OF CALIFORNIA – DEPARTMENT OF FINANCIAL PROTECTION AND INNOVATION
APPLICATION FOR APPROVAL TO FORM A CREDIT UNION
DFPI-390 (Rev. 11-20) Page 6 of 21

b. Exhibit . A statement summarizing the most significant factor disclosed by the

economic report, supporting the applicant's belief that the public's convenience
and advantage will be promoted by the organization and operation of the
credit union. This statement should also include the additional services the
company can offer to the membership that are not already being offered by the
existing financial institutions in the area.

All material submitted in connection with the application will be considered confidential
information.

Applicants are aware of Labor Code Section 3700, which requires every employer to be
insured against liability for worker's compensation.

Applicants understand that supplemental information submitted by them orally may not be
considered a part of the application unless it is confirmed in writing and incorporated into the
application by reference.

Applicants understand that the Commissioner may deny the applications if she/he
ascertains that any of the reasons set forth in the California Financial Code Section
14155 exist.

The undersigned Declarant certifies that he has read this application, including all
documents incorporated herein by reference, that he knows the contents hereof, and that
the statements herein are true and correct.

WHEREFORE, applicant prays the application will be filed and that the Commissioner
of Financial Protection and Innovation give his written consent to the proposed organization
of a corporation to act as a credit union as set forth herein.

Executed on , 20 , at , California.

I certify (or declare) under penalty of perjury under the laws of the State of California
that the foregoing is true and correct.

Date: Signature of Declarant:

STATE OF CALIFORNIA – DEPARTMENT OF FINANCIAL PROTECTION AND INNOVATION
APPLICATION FOR APPROVAL TO FORM A CREDIT UNION
DFPI-390 (Rev. 11-20) Page 7 of 21

(EXHIBIT )

ARTICLES OF INCORPORATION

OF

CREDIT UNION

KNOW ALL MEN AND WOMEN BY THESE PRESENTS:

That we, the undersigned, all of whom are residents of the State of California, have

voluntarily associated ourselves together for the purpose of forming a corporation under

the laws of the State of California appertaining to Credit Unions.

AND WE DO HEREBY CERTIFY:

That the name of this corporation is and shall be ________________________________

CREDIT UNION.

II

The credit union shall exercise all the powers of a corporation under the Nonprofit

Mutual Benefit Corporation Law to the extent provided by Section 14100 of the Financial

Code. The purpose of the corporation is to engage in the credit union business and any

other lawful activities which are not prohibited to a credit union by applicable laws and

regulations.

III

That the principal office for the transaction of the business of this credit union will be

located in the County of , State of California.

STATE OF CALIFORNIA – DEPARTMENT OF FINANCIAL PROTECTION AND INNOVATION
APPLICATION FOR APPROVAL TO FORM A CREDIT UNION
DFPI-390 (Rev. 11-20) Page 8 of 21

IV

That the name and address in the State of California of the Corporation's initial agent for

service of process is:

That the names and residences of those who shall be its Directors until the first annual

meeting of its members, and who are also its incorporators, are as follows, to wit:

VI

That this credit union is formed without capital stock and is formed upon the membership

plan as set forth in the statute appertaining to credit unions; that this credit union is

authorized to issue membership shares, the number of which shall be unlimited. That no

member shall have more than one vote, irrespective of the number of shares held by

him.
STATE OF CALIFORNIA – DEPARTMENT OF FINANCIAL PROTECTION AND INNOVATION
APPLICATION FOR APPROVAL TO FORM A CREDIT UNION
DFPI-390 (Rev. 11-20) Page 9 of 21

WITNESS our hands and seal this day of , 20 .

We declare that we are the persons who executed the foregoing articles of

incorporation, which is our act and deed.

STATE OF CALIFORNIA – DEPARTMENT OF FINANCIAL PROTECTION AND INNOVATION
APPLICATION FOR APPROVAL TO FORM A CREDIT UNION
DFPI-390 (Rev. 11-20) Page 10 of 21

(EXHIBIT )

BYLAWS

(May use a revised current set of standard bylaws)

STATE OF CALIFORNIA – DEPARTMENT OF FINANCIAL PROTECTION AND INNOVATION
APPLICATION FOR APPROVAL TO FORM A CREDIT UNION
DFPI-390 (Rev. 11-20) Page 11 of 21

DEPARTMENT OF FINANCIAL PROTECTION AND INNOVATION

AGREEMENT BY DIRECTORS AND COMMITTEEMEN/WOMEN TO SERVE

We, the undersigned, having been duly designated to occupy the position indicated
below, do hereby agree to serve in said offices of the proposed Credit Union until
the first annual meeting held in accordance with the Credit Union Law and the
bylaws of this Credit Union and until the election of our successors. We further
pledge to carry out the duties and responsibilities commensurate with said office as
promulgated by the Credit Union Law and the bylaws of this Credit Union.

BOARD OF DIRECTORS:

as President

as Vice President

as Treasurer

as Secretary

as Director

as Director

CREDIT COMMITTEE (or Credit Manager):

as Chairman/Chairwoman

as Secretary

as Member

SUPERVISORY COMMITTEE:

as Chairman/Chairwoman

as Secretary

as Member

Subscribed before me, an officer competent to administer oaths, at ,

Signed this day of ,20 . Title
(Notary public or other competent officer)
STATE OF CALIFORNIA – DEPARTMENT OF FINANCIAL PROTECTION AND INNOVATION
APPLICATION FOR APPROVAL TO FORM A CREDIT UNION
DFPI-390 (Rev. 11-20) Page 12 of 21

FIELD OF MEMBERSHIP QUESTIONNAIRE

COMMON BOND OF EMPLOYMENT

1. What is the number of potential members (the number of employees)?

2. What was the highest number of employees during the past three years? .
Lowest number of employees in the past three years? .
Please explain any large variance in the above numbers.

3. How many persons in the group have signified their intention to join and support the
credit union?

4. How was this information obtained?

5. How many persons attended the charter-organization meeting?

6. Describe the business or activity in which the employer is engaged.

7. How long has the employer been in existence?

Are there any contemplated changes in the corporate structure of the employer?
. Are any negotiations now in progress between management and labor
that could lead to work stoppages? If so, explain.

8. Are the executives of the company (or employer) favorable toward the proposal to
organize a credit union?
Discuss and give names and titles of the executives who may be contacted.

9. What facilities and assistance, if any, will the employer provide?

Office space ; Payroll deduction ; Other

10. If the credit union cannot operate on the employer's property, explain how it will be
able to transact business effectively with the members.
STATE OF CALIFORNIA – DEPARTMENT OF FINANCIAL PROTECTION AND INNOVATION
APPLICATION FOR APPROVAL TO FORM A CREDIT UNION
DFPI-390 (Rev. 11-20) Page 13 of 21

11. If the field of membership is based on employment in more than one company or
agency, outline the factors or conditions which provide an adequate common bond
for credit union purposes (common ownership, common facilities, etc.)

12. If the employees to be served by the credit union work in more than one location or
city, give information as follows:

a. Number of employees at each location

b. How will business be transacted with outlying groups?

c. Why is it proposed to organize one credit union for the entire group?
STATE OF CALIFORNIA – DEPARTMENT OF FINANCIAL PROTECTION AND INNOVATION
APPLICATION FOR APPROVAL TO FORM A CREDIT UNION
DFPI-390 (Rev. 11-20) Page 14 of 21

FIELD OF MEMBERSHIP QUESTIONNAIRE

COMMON BOND BY ASSOCIATION

1. What is the number of potential members (number of members in the

organization)?

2. How many persons in the group have signified their intention to join and support the
credit union?
How was this information obtained?

3. How many persons attended the charter-organization meeting?

4. Information concerning the organization that forms the basis for the field of
membership:

a. State the purpose of the organization and benefits of membership.

What dues are required?

b. In what year was the organization established?

Is it incorporated?

c. Give statistics as to trends in membership during the last 5 years.

d. What is the frequency of member meetings?

e. Except for church, labor union groups, or local units of national

organizations, submit a copy of bylaws and a recent financial statement.
STATE OF CALIFORNIA – DEPARTMENT OF FINANCIAL PROTECTION AND INNOVATION
APPLICATION FOR APPROVAL TO FORM A CREDIT UNION
DFPI-390 (Rev. 11-20) Page 15 of 21

5. Are the officials of the organization favorable toward the proposal to organize a
credit union?

6. What facilities and assistance, if any, will the organization provide?

a. Office space

b. Other

7. If the organization will not provide office space for transacting the credit union's
business, explain how operations can be carried on effectively.

8. If the field of membership embraces the membership of more than one organization,
the proposal should be supported with information as to the degree of overlapping of
the membership of the two or more organizations, mutuality of objectives, and other
reasons why it is believed that an effective and workable common bond exists for
credit union purposes.
STATE OF CALIFORNIA – DEPARTMENT OF FINANCIAL PROTECTION AND INNOVATION
APPLICATION FOR APPROVAL TO FORM A CREDIT UNION
DFPI-390 (Rev. 11-20) Page 16 of 21

FIELD OF MEMBERSHIP QUESTIONNAIRE

COMMON BOND BY RESIDENCE

1. Potential membership: Total population . Number of commuters living

outside the chosen area (estimated) .

2. How many persons in the group have signified their intention to join and support the
credit union? How was this information obtained?

3. How many persons attended the charter-organization meeting?

4. Information about the community to be served:

a. List the factors or conditions, which make this residential unit a logical group for
credit union operation.

b. If the area to be served by the credit union is adjacent to any major metropolitan
area, explain why it is not considered part of such metropolitan area.

5. Which community organizations support the proposed credit union? (List and show the
support pledged.)

6. Will the office of the credit union be convenient for the members (please explain)?

7. Please provide information to support that the area chosen represents one well-defined
area, distinguishable from the immediate surrounding areas. Such information may
include:

• Political Jurisdictions
• Major Trade Areas (shopping patterns)
• Traffic Flows
• Shared/common Facilities (for example, educational, medical, police fire
protection, school districts, water, etc.)
• Organizations/clubs whose membership is made up exclusively of persons
within the area.
STATE OF CALIFORNIA – DEPARTMENT OF FINANCIAL PROTECTION AND INNOVATION
APPLICATION FOR APPROVAL TO FORM CREDIT UNION
DFPI-390 (Rev. 11-20) Page 17 of 21

• Newspapers or other periodicals published for an about the area.

• Census tracts.
• Common characteristics and background of residents (for example, income,
religious beliefs, primary ethnic groups, similarity of occupations, household
types, primary age group, etc.
• History of the area.
• In general, what causes the chosen area and its residents to be distinguished
from the immediate surrounding areas and residents— some examples are
old, well-established ethnic neighborhoods, planned communities, and
small/rural towns.

The above was taken from the “Chartering and Field of Membership Manual” prepared
by the National Credit Union Administration.
STATE OF CALIFORNIA – DEPARTMENT OF FINANCIAL PROTECTION AND INNOVATION
APPLICATION FOR APPROVAL TO FORM A CREDIT UNION
DFPI-390 (Rev. 11-20) Page 18 of 21

MINUTES OF ORGANIZATION MEETING

CREDIT UNION

A meeting of the persons named as Incorporators of the

Credit Union, a credit union to be formed, organized, and exist under and by virtue of the
laws of the State of California, said persons being also the Board of Directors and the only
persons who are, to and including the date hereof, subscribers for the Shares of this credit
union, was held this day of , 20 , at , California.

There were present the following persons:

being a majority of the incorporators and subscribers to the Shares of this credit union.

It was announced that the proposed Articles of Incorporation of this credit union had
been duly prepared and will be filed in the office of the Secretary of State of the State of
California, unless otherwise informed by the Commissioner of Business Oversight, and that
a certified copy thereof will be filed in the office of the County Clerk of the County

of , State of California, being this County in said State where the

principal place of business of this credit union is to be located.

Director was called upon to preside and Director

to act as secretary.

The President and Secretary thereupon assumed the duties of their respective offices. The
Secretary presented a form of membership certificate (as per the following attached) and
on motion duly seconded the same was adopted as the form of membership certificate of
this credit union.

The Secretary presented the Bylaws for this credit union and on motion duly seconded, the
same were unanimously adopted as the bylaws of this credit union.

The said bylaws will be found engrossed and duly certified in the Book of Bylaws of this
credit union, beginning with page one (1) thereof. On motion duly seconded, the following
resolution was unanimously adopted.
STATE OF CALIFORNIA – DEPARTMENT OF FINANCIAL PROTECTION AND INNOVATION
APPLICATION FOR APPROVAL TO FORM A CREDIT UNION
DFPI-390 (Rev. 11-20) Page 19 of 21

RESOLVED:That the proposed name of this credit union shall be _________________,

and the proposed office located at

Street , California, and is designated as

the main office of this credit union.

Thereupon, the Secretary stated that no Shares or Certificates for Funds would be
issued or other business transacted by this credit union until it had first applied for and
obtained from the Commissioner of Business Oversight a Certificate authorizing it to act
as a credit union and that at the time of filing the application for said Certificate the credit
union would be required to pay said Commissioner of Business Oversight a fee of five
dollars ($5.00).

Thereupon, on motion duly seconded, the following resolution was unanimously

adopted:

RESOLVED: That an application on behalf of this credit union be made by the President or
Secretary to the Commissioner of Business Oversight for a Certificate authorizing this
credit union to act as such, and that at the time of making said application, the sum of five
dollars ($5.00) be paid to said Commissioner of Business Oversight for filing said
application.

The election of a Credit Committee to serve during the ensuing year or until their
successors shall be duly elected and qualified, was then held, and the following being
duly placed in nomination and each of them duly receiving the unanimous vote of the
directors present, were duly declared elected members of the Credit Committee of this
credit union.
The election of a Supervisory Committee to serve during the ensuing year, or until their
successors shall be duly elected and qualified, was held, and the following being duly
placed in nomination and each of them duly receiving the unanimous vote of the directors
present, were duly declared elected members of the Supervisory Committee of this credit
union.

There being no further business, the meeting adjourned.

Secretary
STATE OF CALIFORNIA – DEPARTMENT OF FINANCIAL PROTECTION AND INNOVATION
APPLICATION FOR APPROVAL TO FORM A CREDIT UNION
DFPI-390 (Rev. 11-20) Page 20 of 21

CREDIT UNION SURVEY

(SAMPLE)

1. Would you be interested in saving through a Credit Union plan? This is only to
indicate an interest. Your final decision can be made once the rates and terms have
been set.

Yes, I would be interested.

No, I would not be interested.

2. If your answer to #1 is "yes", approximately how much would you intend to save
initially? How much would you expect to deposit on a average monthly basis?

$ initially.

$ average monthly deposit.

3. Would you be interested in borrowing through a Credit Union plan? This is only to
indicate an interest. Your final decision can be made once the rates have been set.

Yes, I would be interested.

No, I would not be interested.

4. If your answer to #3 is "yes", approximately how much would you intend to borrow?

5. If your answer to #3 is "yes". What type of loan(s) would you be interested in?
(You may check more than one):

Unsecured Used Auto New Auto Boat

Recreation Vehicle Motorcycle Credit Card

Real Estate Mobile Home Line of Credit

STATE OF CALIFORNIA – DEPARTMENT OF FINANCIAL PROTECTION AND INNOVATION
APPLICATION FOR APPROVAL TO FORM A CREDIT UNION
DFPI-390 (Rev. 11-20) Page 21 of 21

6. Do you now, or have you ever, belonged to a credit union?

I am now a credit union member.

I have been a credit union member.

I have never been a credit union member.

7. The credit union wishes to charge a $ membership fee. Would this fee stop
you from joining the credit union?

NO, I would join and pay a $ fee.

YES, I would not join if there is a $ fee.

___________________________________ ___________________
(Signature) (Date)