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The Board of Directors is responsible for the safe and sound operation of the Association, and for ensuring the Association fulfills its public mission. Directors are accountable to customer-stockholders and Farm Credit System (System) investors for:

• Overseeing the Association's strategic direction and objectives
• Overseeing the Association’s organizational performance
• Providing for competent Association leadership and management
• Ensuring appropriate risk oversight, including sound internal controls and compliance
• Ensuring that information and disclosures provided to customer-stockholders are accurate and reliable
• Diligently and impartially performing their duties as Directors
• Exercising independent judgment
• Remaining loyal to the Association’s interests

Director candidates must meet the following eligibility requirements:

• Must be an owner or holder of Class B voting stock
• Must have an outstanding loan commitment with the Association
• Must maintain loan(s) in compliance with Association policies and standards
• May not have reached the age of 75 or older as of January 1 of the election year
• May not have restructured indebtedness with a System institution at any time
• May not have been an employee of a System institution within one year of election
• May not serve as a director, officer, employee or agent of a financial institution or other entity that engages directly in the business of providing financing offered by the Association

Upon election, Directors may not:

• Be convicted of any felony
• Be held liable for damages in fraud
• Be convicted of a criminal offense involving dishonesty or breach of trust
• File for bankruptcy

Director candidate qualifications sought by the Nominating Committee include an understanding of cooperative principles, a passion and commitment to serve the Association stakeholders and knowledge or experience in the following areas:

• Strategic Direction and Counsel
• Governance Effectiveness
• Organizational Performance
• Risk Oversight
• Talent Management
• Communication
• Technology

Directors are generally elected to a three-year term unless the election is to fill a Board vacancy or re-staggering of Director terms. An average of 20 days is required per year to attend Board, committee and planning meetings. Additional days may be required for Director training and development courses or conferences. Related travel time for these events varies by Director.

Directors receive compensation commensurate with time allocated to the Association. Association will re-imburse and/or pay for business and travel expenses. The Board of Directors periodically reviews compensation to ensure it is competitive with other boards.

The Nominating Committee is responsible for sourcing, evaluating and nominating a qualified slate of candidates for stockholder election to the Association’s Board of Directors and the Nominating Committee.

Nominating Committee candidates must meet the following eligibility requirements:

• Must be an owner or holder of Class B voting stock
• Must have an outstanding loan commitment with the Association
• Must not be a director, employee or agent of the Association

Nominating Committee members are elected to a one-year term. There are generally two (2) meetings per year.

Nominating Committee members receive compensation for time and travel expenses incurred for meeting attendance.