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What Is a Corporator? Holding Company’S Trustees (Not Less Than 7 Or Thus Make the Most Responsible Decisions in Regard More Than 25) from the Body of Corporators

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What Is a Corporator? Holding Company’S Trustees (Not Less Than 7 Or Thus Make the Most Responsible Decisions in Regard More Than 25) from the Body of Corporators Special meetings may also be called by the Third, corporators can also assist their banks and the Clerk upon the written request of certain industry as a whole by keeping themselves informed on officers or the Board of Trustees. current legislative and regulatory matters, both at the state and federal levels. • Bank Data: Management customarily Fourth, corporators can and should act as an informal provides regular reports which review the marketing and public relations team for their bank. status of the bank and analyze this status on a Corporators may have opportunities to promote the comparative industry basis. The reports should use of the bank’s services to the people with whom they be in a format all corporators can understand. What is a come in contact. This role should not be underestimated, • Relevant publications: Corporators are especially at a time when changes in the law have given encouraged to keep up with news about the banks expanded powers. financial industry through general-circulation The more actively a corporator promotes his or her Corporator? newspapers and magazines and to set aside bank, the greater the commitment will be to making time to review trade journals and relevant trade sure the bank lives up to its reputation as an outstanding association publications. community resource. Corporators may also be • First-hand contact: Finally, corporators able to bring to the attention of bank management should feel free to visit the bank, either opportunities for the bank to be responsive to the needs individually or in small groups, to talk with of its community and customers. management and become acquainted with staff members and bank operations. Above all, corporators should feel free to ask questions. Summary This is the best way to keep adequately informed. Corporators have a unique role. They are the historic local foundation of mutual savings banking. Their chief legal responsibility is to elect the individuals who will Supporting the Bank serve as members of the mutual holding company’s Board of Trustees (chosen from among their number). Pentucket Bank Plaza Corporators’ most important responsibility is the In most circumstances, they must also approve major election of highly qualified people to act as members changes in the mutual holding company’s charter or 2 Merrimack Street • Fourth Floor of the mutual holding company’s Board of Trustees. corporate structure. Beyond that, they act as a key link Haverhill, MA 01830 However, there is much more that corporators can between the bank and the community or communities it do to assist their institutions. serves and can represent an important competitive edge Haverhill, MA • North Andover, MA First, corporators are chosen in part as community as promoters of a bank’s products and its public image. Hampstead, NH • Salem, NH representatives. They can help to keep their bank “on track” in regard to serving community needs. Connecting All Offices: (978) 372-7731 At the same time, they can play the role of a bank’s Thank you! www.pentucketbank.com “eyes and ears” in the community, reporting on any problems that may come to their attention, or on bank products, services or activities that may be especially appreciated. Second, as depositors, corporators can relay their first-hand impressions of the quality of the bank services and personnel performance to senior bank management, once again noting problem areas or Member FDIC. Member DIF. NMLS#1630813 citing bank employees and services deserving of special praise. 4. 5. include additional qualification requirements for Introduction corporators. Although unstated in the law, an evident requirement for corporatorship is an active interest In 2016 Pentucket Bank reorganized from a • Corporators must be depositors of the institution in the bank and its market area. mutual savings bank to a multi-tier mutual they serve, either at the time of their election, or While a corporator need not be an expert in banking organization- also known as a “mutual within 30 days thereafter. banking, he or she should possess an awareness holding company reorganization.” Before the of the local social and business environment, of reorganization Pentucket Bank was a mutual • No one may serve simultaneously as a corporator financial affairs on a broad basis, and an ability to savings bank governed by a Board of Trustees of more than one mutual banking organization, identify capable individuals to serve as trustees. elected by and from the Corporators. Now, after nor as an officer or director of a national bank, the reorganization, Pentucket Bank is controlled by trust company, co-operative bank, savings bank, The process of selecting new corporators should be the new mutual holding company which continues savings and loan association, credit union or taken very seriously by the existing corporate body. to be governed by the Board of Trustees who certain other banking organizations. continue to be elected by and from the Corporators. Many mutual holding companies assign the search The organization is still mutual in all respects. • No more than three-fifths of the corporators for new corporators to a nominating committee. shall be trustees or officers of the mutual holding This selection process should look beyond friends Corporators of a mutual banking organization company or savings bank at one time. and acquaintances to ascertain which individuals such as ours occupy an unusual and important might best represent depositors and the community position in the business world. Because there are • Corporators are expected to attend the annual at large. Those nominated should be successful in few comparable positions to go by, the corporator’s meeting and any special meetings of their their various communities and show integrity and role is sometimes not well understood. These institutions. Membership will be forfeited good judgment. In order to be effective, a body of pages are designed to provide both current and automatically if three consecutive annual corporators should represent a wide range of talents prospective corporators with an overview of the meetings are missed unless, at the annual and backgrounds. position, in both legal terms and in terms of the meeting next following his or her third part corporators are expected to play in helping to consecutive absence, the Board of Trustees votes assure the success of the bank. to continue the person as a Corporator. Corporator Education • Corporators are responsible for electing a mutual In order to learn more about their institutions and What is a Corporator? holding company’s trustees (not less than 7 or thus make the most responsible decisions in regard more than 25) from the body of corporators. to electing trustees and addressing major issues Section 4 of Chapter 167H of the General Laws They are also responsible for approving changes for the mutual banking organization, corporators of Massachusetts provides the legal definition of in the mutual holding company’s by-laws and, should inform themselves about relevant banking corporators. in most circumstances, changes in corporate issues. Sources of information include: structure, such as those concerning any stock • The annual meeting: This provides an Among the key points are these: conversion or merger. opportunity for corporators to get to know • Mutual holding companies must have at least one another and to discuss the bank’s progress, 25 corporators. Corporators are responsible for • Corporators are elected to a ten (10) year term. both formally and informally, with bank choosing replacements or additions. Qualifications management. • Any person who resides in Massachusetts, or in It is highly desirable that corporators be residents • Additional Meetings: Many banks hold another state, is eligible to become a corporator. of the community or communities the bank serves. additional meetings for corporators, either The by-laws of the mutual holding company Community banks are typically proud of their local as general information sessions or to discuss roots; having local residents as corporators helps to specific industry developments. maintain that valuable heritage. 1. 2. 3..
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