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Member Information Document Member Information Document This package contains important information to assist members in considering the proposed total transfer of business (‘transfer’) of My Credit Union Limited ACN 087 650 584 (‘MYCU’) to Community CPS Australia Limited ACN 087 651 143, trading as Beyond Bank Australia (‘Beyond Bank’) under the Financial Sector (Business Transfer and Group Restructure) Act 1999 (Cth). Disclaimer: The Australian Prudential Regulation Authority (‘APRA’) has approved this Member Information Document pursuant to Rule 9 of the Transfer Rules No 1 of 2015, for the purposes of the Financial Sector (Business Transfer and Group Restructure) Act 1999 (Cth). In deciding whether to approve this Information Statement, APRA has consulted with the Australian Securities and Investments Commission (‘ASIC’). Neither APRA nor ASIC accept any responsibility for the accuracy or otherwise, of any matter contained in, attached to, or accompanying this Member Information Document. Page 1 of 44 Table of Contents 1. Executive Summary ............................................................................................................................. 4 2. Why Merge? ........................................................................................................................................ 5 3. Key Dates............................................................................................................................................. 5 4. About Beyond Bank ............................................................................................................................. 5 5. About MYCU ........................................................................................................................................ 6 6. Outcomes of Due Diligence ................................................................................................................. 6 7. Transfer Process .................................................................................................................................. 6 8. Legal and Practical Effects of the Transfer Proposal ........................................................................... 7 9. Effects of the Transfer Proposal .......................................................................................................... 7 9.1 Compatibility in Strategies ............................................................................................................ 7 9.2 Enhanced Market Position and Member Value ............................................................................ 8 Values .............................................................................................................................................. 8 Products and Services ..................................................................................................................... 8 Wealth Management Services ............................................................................................ 8 Insurance Services ............................................................................................................... 8 Relationship Banking Packages ........................................................................................... 8 Access .............................................................................................................................................. 8 Community ...................................................................................................................................... 9 People ............................................................................................................................................. 9 9.3 Growth and Sustainability ............................................................................................................. 9 9.4 Business Efficiencies...................................................................................................................... 9 9.5 Business Continuity and Key Person Risks .................................................................................. 10 9.6 Current Terms and Conditions, Fees and Charges, and Transaction Limits ............................... 10 9.7 Current Interest Rates ................................................................................................................. 11 9.8 Membership and Shares ............................................................................................................. 11 10. Board of Directors ........................................................................................................................... 12 10.1 Current Boards .......................................................................................................................... 12 10.2 Proposed Board......................................................................................................................... 12 10.3 Director Remuneration ............................................................................................................. 12 11. Governance Structure ..................................................................................................................... 12 11.1 Management and Staff ............................................................................................................. 13 11.2 The Constitution........................................................................................................................ 13 11.3 Interest of Officers in the Transfer ........................................................................................... 13 11.4 Incentive Payments to Officers, Members, Depositors, Policy Holders or Investors ............... 13 Page 2 of 44 12. Financial Position ............................................................................................................................ 13 13. Potential Issues Arising From the Transfer ..................................................................................... 15 14. What If the Transfer Does Not Proceed .......................................................................................... 15 15. How Do Members Vote On the Transfer Proposal ......................................................................... 16 16. Member Questions Concerning the Proposal ................................................................................. 16 17. Statement by Boards of Directors ................................................................................................... 16 Schedule 1 ............................................................................................................................................. 17 Schedule 2 ............................................................................................................................................. 18 Schedule 3 ............................................................................................................................................. 20 Schedule 4 ............................................................................................................................................. 29 Schedule 5 ............................................................................................................................................. 35 Schedule 6 ............................................................................................................................................. 38 Schedule 7 ............................................................................................................................................. 44 Page 3 of 44 1. Executive Summary One of the most important functions Directors undertake is to plan for the future of their organisation. Whilst it is critical that the business is currently performing well for its members, Directors also need to be vigilant and position the business so that it continues to be profitable, relevant and secure for its members today and into the future. With increasing competition, technology and regulatory costs, the Board of Directors of MYCU (the Board) believes its future growth path lies in merging with a larger like-minded community focused customer owned financial institution, one that provides the necessary scope and financial strength to best serve our members now and into the future. The Board is well aware of the significant structural and external environmental changes taking place in the customer owned banking sector and the financial services industry (refer Schedule 1). The Board firmly believes that a transfer of business to Beyond Bank, which values its mutual philosophy and commitment to members, will thrive in an environment of increased competition and constant change. In assessing potential merger partners, the Board identified that Beyond Bank has made substantial investments in digital and mobile technologies, has competitively priced products and services and is well resourced financially to deal with the increasing levels of regulation and compliance. With a combined membership of over 220,000 members and total assets of $5.6 billion the Board of Directors believe the proposed Merged Entity will be well positioned within the member-owned banking industry to create and return value to members. Value will be delivered via a comprehensive competitive range of products and services with access to an expanded distribution network. The Merged Entity will increase the ability to assist the
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