Where people bank for good - Freedom First Credit Union
Transcription
Where people bank for good - Freedom First Credit Union
2012 Annual Report Where people bank for good Our Mission Helping our members prosper—helping our communities thrive. Our Purpose—as stated in the Credit Union Bylaws Freedom First is a member-owned, democratically operated, not-for-profit organization managed by a volunteer board of directors, with the specified mission of meeting the credit and savings needs of consumers, especially persons of modest means. The purpose of this Credit Union is to promote thrift among its members by affording them an opportunity to accumulate their savings and to create for them a source of credit for provident, business, or productive purposes. Joint Report from the Chairman and President/CEO In 2012, the term “austerity” came into common usage to describe the necessary response of governments, businesses, and households around the world to a persistent economic crisis rooted in excessive spending and an absence of thrift. Throughout the global recession and its slow recovery, consumers have turned considerable attention to credit unions: not-for-profit financial institutions whose careful, prudent management avoids the volatility resulting from unsustainable bubbles of growth followed by painful contractions. Just as the past few years have shown that a destabilized financial industry can destabilize the economy, renewed focus on credit unions reveals that a stable financial industry that operates with the collective goals of individual and community prosperity can improve the economy. Freedom First has been operating under careful, prudent management since 1956, and in 2012, we reaffirmed our dual goals of helping our members prosper and helping our communities thrive. Cooperative Principles. The principles under which cooperative enterprises all over the world operate are the same principles that guide Freedom First’s business decisions every day. Rather than operating with the short-term goal of maximizing profits for shareholders, Freedom First, like all cooperative enterprises, operates with the goal of long-term financial independence and security for our members through financial education, steady credit building, and careful asset management. These goals remain true to the roots of the credit union movement, which began in Europe in the mid-1800s to make affordable credit available to borrowers who otherwise would be locked into the exorbitant interest rates charged by the moneylenders of the day. These same principles are reflected in our bylaws as prescribed by our regulator, the National Credit Union Administration (NCUA). In 2012 we reaffirmed our commitment to those principles in specific and measurable ways: Principle 1: Voluntary and Open Membership—In 2012 we expanded our community charter to include Franklin and Craig counties, so we are fully open to the entirety of the Roanoke and New River Valleys. Principle 2: Democratic Member Control—our volunteer board of directors embraced a bold vision in 2012 by charging the Governance and Ethics Committee with modernizing our election process in order to increase member 3 participation. New term limits for directors will facilitate diversity among our board. Principle 3: Member Economic Participation— we successfully increased member utilization of our loan, savings, and other services, thereby fulfilling our purpose and reaching the unbanked and underserved. Principle 4: Autonomy and Independence— we continue to be owned and controlled by our members, not by outside shareholders. Our unique structure is designed to allow us to operate with no reliance on a management authority outside of our market, so all business decisions are made locally. Principle 5: Education, Training, and Information—we expanded the reach of our financial education curriculum in 2012 to schools and nonprofit agencies; much of our lending and education staff earned advanced financial counseling/education certification; and we made a free online financial management tool available to our members. Principle 6: Cooperation among Cooperatives—we forged an unprecedented partnership with local government, businesses, and the West End Center for Youth to begin a redevelopment project in 2012 that promises to transform the struggling urban neighborhood through access to affordable financial services. Our management and board have taken on leadership roles in local, state, and national associations, including the Virginia Credit Union League and the National Federation of Community Development Credit Unions. our successful navigation of the turbulent economy. We are happy to report that our momentum entering 2012 continued throughout the year, resulting in 11% loan growth and a total $3.26 million in net income. Our net worth, the primary measure of safety and soundness, was 13.2% (nearly double the 7% the NCUA considers to be “wellcapitalized”). Our accounting practices and financial statements have been independently reviewed by external auditors Nearman, Maynard, Vallez, CPAs, who identified no material findings and issued a clean unqualified opinion. Our continued financial strength allowed us to expand our capacity, add new services, and make significant upgrades in 2012 while still offering competitive interest rates and lower fees. Net Income Steady Growth. Your Credit Union enjoyed steady growth in 2012. Our membership grew by 14.4%,* our assets grew from $257 million to $292 million, and we made changes to our branches and our product and service offerings in response to the changing needs and preferences expressed by our members. Principle 7: Concern for Community—we lived our purpose through better rates, lower and fewer fees, and a community development focus anchored by a nationally recognized Community Grants program. Our staff, management, and all-volunteer board of directors offer their time and talents without charge to many organizations in our service area throughout the year. Like our staff, management, and volunteer board, Freedom First’s members know that financial security for individuals and the larger community are interdependent. Freedom First is not just a place to store your money— Freedom First is a place where people choose to bank for the good of the community as a whole as well as for their own financial well-being. Our accomplishments in 2012 made clear more than ever before that Freedom First’s commitment to those dual goals is a good business decision as well as the right thing to do. Safety and Soundness. For several years, our annual reports have necessarily focused on 2011 $2.29M 2012 $3.26M $0M$1M$2M$3M$4M Net Worth 2011 10.3% 2012 10.4% 2012 13.2%--with secondary capital 0% 3% 6% 9% 12% 15% Approximately 3,000 of those new members joined Freedom First when we merged with Carilion Federal Credit Union in March 2012. The transition was remarkably smooth and our newest members began taking advantage of Freedom First’s expanded product and service offerings right away. By the time the lease for the former Carilion Credit Union branch on Jefferson Street in Roanoke was up for renewal, many members had already transitioned to our nearby Towers branch because of its close proximity to Carilion Clinic facilities. The increase in activity at Towers has prompted us to establish a drive-up ATM at Towers and relocate *Our peers averaged a 2% increase in their membership. 4 within the center to a larger space with greater capacity. This new location is scheduled to open in June 2013. We expanded our capacity behind the scenes as well. Construction at our Operations Center was completed in 2012, creating space for our growing call center and operations areas. We remain accountable to our regulator through strict compliance with the laws and regulations governing the credit union industry. Our accounting practices are reviewed and monitored annually by both our regulator and an independent accounting firm. To ensure accountability to our members, we established a robust member survey process in 2010 that enables us to differentiate between an individual member request, which we can respond to personally, and a larger issue that would benefit from an operational change or a new product or service. Feedback from members through Net Promoter Surveys informed Freedom First management and guided our decision process throughout 2012. For example, our new Botetourt County branch was developed—from the inclusion of a drive-up teller window to the hours of operation—in direct response to member surveys. We upgraded to a new, significantly enhanced online banking and bill pay platform in 2012 in response to feedback from our members. More than 1,800 members enrolled in the 5 Net Promoter Survey Results, 2012 Relational NPS Freedom First Score: 49% Banking Industry Average: 18% Health Insurance Industry Average: 4% 0%10%20%30% 40% 50%60% Members selected at random from the general membership. Source: Satmetrix 2012 Net Promoter® Benchmark Study of U.S. Consumers-NPS® Transactional NPS 2012 Goal Accountability. Freedom First has taken steps to ensure that our accountability to our members, the community, and our regulator and auditors is tested consistently and effectively. Accountability starts with our volunteer Board of Directors, drawn from and elected by our membership to represent the communities we serve. Being a regional employer of choice means Freedom First can attract and retain highly skilled, motivated employees who provide exemplary service to our members while remaining current with the complex changes facing the industry. Our internal Net Promoter Survey® is an effective means of measuring accountability to ourselves, and we are pleased to report that once again, Freedom First was named one of Virginia’s Best Places to Work in 2012. 2012 Goal The year also saw the development of a new branch in Daleville—the first and only full-service credit union branch in Botetourt County—and an expansion of our community charter to allow us to directly serve Craig and Franklin counties. Although many Craig and Franklin county residents were already Freedom First members, our regulator recognized the need to offer credit union services directly to these underserved counties and approved our charter expansion request. Collaborating with various partners to identify and address community needs through values-based banking services keeps us accountable to our community. Freedom First Score: 67% 0% 20% 40% 60% 75% embers selected at random following an interaction with the M Credit Union. “I like the customer service, the online banking has tons of options, I like the fact that when you deposit money it’s there, you don’t have to rush before 2 p.m. so it goes in that day.” ~Jason C. new feature-rich platform, joining the 20,000+ Freedom First online banking users who converted from the original system. Being accountable to our members does not end with implementation, however. NPS feedback has clarified for Credit Union management ways in which we could have executed the transition more smoothly. Ongoing member feedback allows us to learn from our mistakes and adjust our project management practices so that similar conversions are easier for our members in the future. Additional projects in response to member surveys were begun in 2012 and will come to fruition in 2013. These include customized mobile banking apps for Apple and Android devices, remote deposit capabilities, expedited debit card delivery, and an awareness campaign to educate our members about Freedom First’s network of 50,000+ surchargefree ATMs. Impact. True to our purpose and the dual mission of helping people prosper and helping our communities thrive, in 2012 Freedom First expanded both our traditional banking services and Impact Banking—a unique suite of products and services designed to address the financial services needs of persons of modest means. In the traditional banking area, we established commercial lending services and laid the necessary groundwork for small business lending and transaction services (coming in the fall of 2013). With regard to our community development activities, we added to our suite of Impact Banking options and increased our operational capacity to implement them. In 2012 we significantly expanded our partnership with the Federal Home Loan Bank of Atlanta, whose set-aside programs serve veterans, firsttime homebuyers, and homeowners hoping to improve the safety and energy efficiency of their homes. Reaching out to unbanked and underserved populations through affordable housing, transportation, financial education, and credit-building opportunities strengthens our values-based banking proposition. Much of this capacity building would not happen without the financial support received from key stakeholders. Development funding for the West End project and branch was obtained through an $850,000 grant from the CDFI Fund; the West End Center for Youth, which owns the property and will be the “landlord” for the new branch, secured additional development funds from the City of Roanoke. Freedom First is unique in our intent and ability to establish successful partnerships like this and leverage the resources each partner brings to the table. Our community development efforts and Impact Banking products and services are outlined in more detail in our 2011-2012 Community Impact Report. “This [credit union] has been very prompt with any concerns that we have had and they make banking so much easier.” ~Trista B. 6 Looking Forward. In 2012, Freedom First’s renewed commitment to the dual purposes of providing traditional banking and community development services for our members resulted in a solid bottom line: safe and sound operation; steady growth and expansion; and accountability to our regulator, our community, ourselves, and most of all, our members. This strength and stability allows us to move into 2013 and beyond with confidence that the path we’ve chosen is not only true to our roots as a cooperative, but also sustainable for many years to come. Early 2013 saw the launch of a rebranding effort that reflects our mission, purpose, and critical goals: Freedom First is Where People Bank for Good. We believe it speaks to the strong and lasting relationships we’re able to build with our members, as well as the good work we’re able to do in the community as a member-owned, not-for-profit, democratically operated credit union. We will remain committed to our dual goals: helping our members prosper and helping our communities thrive. Nelson Shibley Chairman Paul Phillips President/CEO 7 Community Impact COMMUNITY IMPACT A quick look at some of the programs highlighted in our 2011-2012 Community Impact Report. Affordable Housing In 2012 we added a dedicated Affordable Housing Specialist to help borrowers navigate through debt, credit, and financial education on the path to homeownership. FHLB Set-Aside Programs We expanded our partnership with the Federal Home Loan Bank of Atlanta, whose programs address the specific needs of veterans, first-time homebuyers, and people of modest means who seek to improve the safety, energy efficiency, or accessibility of their homes. Impact Banking Borrow & Save loans (128 issued in 2012) • Credit Builder loans (people with no credit averaged an increase of more than 600 points in 6 months) • Micro Loans (average loan amount: $1,479) • Payday Alternative Loans (average savings per borrower: $575 • Individual Development Accounts (new in 2012) Responsible Rides In 2012 we brought on a full-time coordinator to work directly with borrowers on this popular, award-winning program serving low- and moderate-income working people who need affordable, reliable transportation. Financial Education Our full-time financial educator served 1,460 people in 2012 through partnerships, Money Mondays, and one-on-one counseling. Several staff members earned certification as financial counselors from the Credit Union National Association. 9 COMMUNITY GRANTS Promoting a healthy, sustainable quality of life is central to our mission. To that end, Freedom First Credit Union awarded more than $25,000 to eight local nonprofits in 2012 to support their efforts to break down barriers, enable people to fully participate as local citizens, and provide opportunities to help families achieve economic independence. 10 Adult Care Center of Roanoke Valley: $2,000 to provide a wheelchair-accessible scale necessary for ACCRV’s medical staff to provide accurate health assessments of center participants. Boys & Girls Clubs of Southwest Virginia: $4,000 to support the L2Ork (Linux Laptop Orchestra) program, a partnership with Virginia Tech that combines computer technology and music to give students a creative outlet as well as opportunities to learn about college, computer skills, and collaboration. Community Outreach Program of Roanoke: $5,000 to fund U Feed Others (UFO), a weekend food security program aimed at families that may be unable to supply enough safe, nutritious food for themselves. Intellectual Disabilities Agency of the NRV: $2,250 to defray growing transportation costs IDA-NRV incurs when transporting clients to social and recreational programs. NRV Cares: $1,750 to support Parenting Young Children, a 9-week course for parents and caregivers of children birth to age 6. The free classes include onsite childcare and dinner for participating families. Roanoke Children’s Theatre: $1,000 to support the RCT4TEENS’ 2013 production of “Eric & Elliot,” which uses gentle humor and fantasy to address teen depression and suicide prevention. Roanoke Redevelopment & Housing Authority: $4,000 to fund a multi-site afterschool program that includes healthy snacks, homework help, recreational activities, and other programming. Total Action for Progress: $5,000 to support Head Start-Healthy Start, which aims to increase healthy nutrition and physical activity behaviors in Head Start-enrolled children and families. 11 ACADEMIC SCHOLARSHIPS Charles Perkins Scholarships Derek Litvak—William Fleming High School, attending Virginia Tech Kristen Obenchain—Blacksburg High School, attending Virginia Tech City of Salem/Frank Turk Scholarship Vickie Sword—City of Salem employee, attending Averett University Fritz Kehn Scholarship Lucas Tyree—Salem High School/University of Hawaii, attending Yale University Torie Phillips Memorial Scholarship Andrew R. Long—Lord Botetourt High School, attending Virginia Tech Cabell Brand Center for Global Poverty and Resource Sustainability Studies Scholarship Program Tray A. Arthur—Franklin County High School, attending Virginia Western Community College 12 Spirit of Service INDEPENDENT AUDITOR'5 REPORT May 8, 2012 Supervisory Committee Freedom First Credit Union Roanoke, Virginia We have audited the accompanying consolidated statements of financial condition of Freedom First Credit Union as of March 31, 2012 and 2011, and the related statements of income, members' equity, comprehensive income, and cash flows for the years then ended. These fmancial statements are the responsibility of the Credit Union's Management. Our responsibility is to express an opinion on these consolidated financial statements based on our audits. We conducted our audits in accordance with auditing standards generally accepted in the United States of America. Those standards require that we plan and perform the audits to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by Management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion. In our opinion, the consolidated financial statements referred to above present fairly, in all material respects, the financial position of Freedom First Credit Union as of March 31, 2012 and 2011, and the results of its operations and its cash flows for the years then ended in conformity with accounting principles generally accepted in the United States of America. Nearman, Maynard, Vallez, CPAs A-I .n arman.com 14 CONSOLIDATED STATEMENT OF FINANCIAL CONDITION ASSETS Cash and cash equivalents $ Investments: Available-for-sale Other Federal Home Loan Bank (FHLB) stock Loans held-for-sale Loans receivable, net of allowance for loan losses Accrued interest receivable Premises and equipment, net National Credit Union Share Insurance Fund deposit Assets acquired in liquidation Other assets Total Assets March 31, 2012 2011 4,459,695 $ 3,513,679 212,379 38,722,594 1,488,300 2,412,098 210,601,910 708,452 8,895,901 2,000,033 558,170 8,729,498 $ 278,789,030 LIABILITIES AND MEMBERS’ EQUITY Liabilities Members’ share and savings accounts $ Borrowed funds Interest payable Accrued expenses and other liabilities Uninsured secondary capital Total liabilities Commitments and contingent liabilities Members’ Equity Regular reserve Undivided earnings Accumulated other comprehensive income (loss) Equity acquired in merger Total members’ equity Total Liabilities and Members’ Equity $ 254,086,759 March 31, 2012 2011 219,108,777 $ 198,805,596 20,500,000 20,500,000 86,624 106,497 2,595,026 1,616,430 9,278,000 9,278,000 251,568,427 230,306,523 5,751,716 20,866,578 2,358 599,951 27,220,603 $ 278,789,030 15 503,344 14,087,796 1,911,900 210,053,829 777,321 6 ,684,481 2,072,553 1,303,995 13,177,861 5,751,716 18,426,715 (398,195) 23,780,236 $ 254,086,759 CONSOLIDATED INCOME STATEMENT Interest Income Interest on loans receivable $ Interest on investments Interest income Interest Expense Dividends on members’ share and savings accounts Interest on borrowed funds Interest expense March 31, 2012 2011 12,232,937 $ 45,959 12,278,896 12,812,041 58,368 12,870,409 1,188,666 1,107,202 2,295,868 2,028,750 1,163,057 3,191,807 Net Interest Income 9,983,028 9,678,602 Provision for Loan Losses Net Interest Income After Provision for Loan Losses Non-interest Income Fees and service charges Other non-interest income Gain on disposition of assets acquired in liquidation, net Gain on disposition of premises and equipment, net Non-interest income 1,381,266 8,601,762 3,220,593 6,458,009 3,830,860 2,659,849 87,012 2,250 6,579,971 3,404,052 2,478,644 5,882,696 15,181,733 Non-interest Expense Compensation and employee benefits 7,291,827 Operations 2,766,587 Loan servicing 728,897 Education and promotion 684,537 Occupancy 577,308 NCUA assessment 481,800 Professional and outside services 210,914 Loss on disposition of assets acquired in liquidation, net - Non-interest expense 12,741,870 12,340,705 Net Income $ 16 2,439,863 $ 5,400,272 2,531,403 689,277 602,169 553,708 554,469 218,654 50,023 10,599,975 1,740,730 CONSOLIDATED STATEMENTS OF MEMBERS’ EQUITY AND COMPREHENSIVE INCOME MEMBERS’ EQUITY Regular Reserve Accumulated Other Comprehensive Income (Loss) Undivided Earnings Equity Acquired In Merger Balance, March 31, 2010 $ Net income Change in unrealized gain/(loss) on securities Change relating to pension plan accounting 5,751,716 $1 6,685,985 $ ( 262,077) $ - 1,740,730 - Balance, March 31, 2011 Net income Change in unrealized gain/(loss) on securities Change relating to pension plan accounting Equity acquired in merger Balance, March 31, 2012 Total - $ 22,175,624 - 1,740,730 - - ( 12,756) - (12,756) - - ( 123,362) - (123,362) 5,751,716 18,426,715 - 2,439,863 ( 398,195) - - - 23,780,236 2,439,863 - - ( 8,874) - (8,874) - - - - 409,427 - - 599,951 409,427 599,951 $ 5,751,716 $ 20,866,578 $ 2,358 $ COMPREHENSIVE INCOME Net Income $ Other Comprehensive Income or (Loss) Net unrealized holding (losses)/gains on securities arising during the year Less reclassification adjustment for net losses/(gains) included in net income Adjustment due to pension plan accounting Comprehensive Income $ 17 599,951 $ 27,220,603 March 31, 2012 2011 2,439,863 $ 1,740,730 (8,874) - 409,427 400,553 2,840,416 $ (12,756) (123,362) (136,118) 1,604,612 CONSOLIDATED STATEMENT OF CASH FLOWS Operating Activities Net income $ Adjustments Provision for loan losses Depreciation and amortization of premises and equipment (Gain) loss on disposition of assets acquired in liquidation, net Gain on disposition of premises and equipment, net Amortization of investment premiums/discounts Amortization of deferred loan origination fees/costs Changes in operating assets and liabilities Loans held-for-sale Accrued interest receivable Other assets Dividends payable Accrued expenses and other liabilities Uninsured secondary capital Net cash provided by operating activities Investment Activities Purchases of: FHLB stock Premises and equipment Proceeds from: Maturities, paydowns and sales of available-for-sale securities Sale of FHLB stock Sale of premises and equipment Sale of mortgage loans Net change in: Other investments Loans receivable, net of charge-offs Assets acquired in liquidation NCUSIF deposit Merger activity Recoveries on loans charged off Net cash (used in) provided by investing activities 18 March 31, 2012 2,439,863 $ 2011 1,740,730 1,381,266 660,821 (87,012) (2,250) 1,259 835,113 3,220,593 529,326 50,023 - 2,553 701,303 (2,412,098) 68,869 4,857,790 (19,873) 978,596 - 8,702,344 802,215 (773) (3,900,263) (76,058) 93,971 9,278,000 12,441,620 - (2,870,071) (225,000) (92,427) 280,832 423,600 80 25,924,843 447,231 14,140,649 (24,634,798) (29,062,375) 832,837 72,520 599,951 373,072 (28,059,509) 25,847,311 (15,666,940) (653,599) 100,319 477,810 24,375,354 CONSOLIDATED STATEMENT OF CASH FLOWS (cont.) Financing Activities Net change in members’ share and savings accounts Repayments of borrowings Net cash provided by (used in) financing activities March 31, 2012 20,303,181 - 20,303,181 2011 (29,795,627) (7,000,000) (36,795,627) Net Change in Cash and Cash Equivalents Cash and Cash Equivalents at Beginning of Year Cash and Cash Equivalents at End of Year $ 946,016 3,513,679 4,459,695 $ 21,347 3,492,332 3,513,679 Supplemental Cash Flow Disclosures Dividends and interest paid Loans receivable transferred to assets acquired in liquidation 2 ,315,741 457,170 3,267,865 1,710,966 $ $ $ $ Supplemental Schedule of Noncash Investing and Financing Information Except for the cash received, the balances acquired in the merger as described in Note 13 of these consolidated financial statements are not included in the above because no cash was paid. Rather, only the transactions impacting cash flows after the date of acquisition are reflected in the corresponding sections (operating investing and financing) above. The following schedule describes the Credit Union’s noncash investing and financing activities relating to the merger during the fiscal year ended March 31, 2012. Cash received in merger $ Acquired assets, net of cash received Assumed liabilities Equity acquired in merger $ 19 838,034 7,896,123 (8,134,206) 599,951 Gerald Barnes Judith Harrison Ira Hartman Emily Jewett Michael Williams Supervisory Committee Treasurer’s Report Dear Shareholders, A year ago, I reported Freedom First Federal Credit Union was safe and sound and prosperity was just outside our window. Today, our financial position and opportunities to enhance membership services continues to improve. Some of the latest numbers indicate unemployment continues to decline, the housing market is improving—although not as quickly as some may wish—and the purchase of new automobiles is on the rise. All are key indicators that drive both individual and Credit Union prosperity. Your Board of Directors and staff continue to plan strategically and act in the best interest of you, the owners of this organization. Over the past 12 months, total assets have increased from $256,369,000 to $291,889,000, or 14 percent. Net income increased from $2,289,000 to $3,267,000, or 43 percent. One of the most important measures, net worth, increased from $25,186 million to $29,536 million, a 17-percent increase. There are a number of reasons for this growth and success. During 2012, Carilion Federal Credit Union merged with Freedom First, increasing assets by almost $8 million. Member shares increased by $25.7 million, while loans increased by $23.7 million. Consumer vehicle loans increased by $18 million and the Credit Union began a program of commercial lend- ing which stood at $9.2 million at year-end. All of this occurred with a decline in delinquent loans and write-offs. The ability to transform increased savings to increased loans is the most important factor in generating income for the Credit Union to support its services and community activities. as your Treasurer, and the Credit Union family, I want to express our sincere appreciation to the management and staff of Freedom First Federal Credit Union, because without their diligence and efforts these successes would not be possible. Respectfully, Our Credit Union has been examined by NCUA, our regulator, and audited independently. Both attest to the safety and soundness of our Credit Union. Looking forward, there is always a certain amount of uncertainty but progress continues to be made. Consolidated Financial Statements for Freedom First Federal Credit Union are shown below. On behalf of myself CONSOLIDATED STATEMENT OF CONDITION (UNAUDITED) $ Amounts in Thousands ASSETS 12/31/201112/31/2012 Frank P. Turk Treasurer CONSOLIDATED INCOME STATEMENT (UNAUDITED) $ Amounts in Thousands 12/31/201112/31/2012 INCOME Loans (net) $ 206,542 $ 230,526 Cash 4,073 5,983 Investments 22,21728,786 Other assets 23,537 26,594 Income from member loans $ 12,348 12,519 Investment & other income 6,132 7,885 Total Assets Total Income $256,369 $ 291,889 LIABILITIES & NET WORTH Payables $23,372$ 29,488 Secondary capital Member shares Net worth Total Liabilities & Net Worth 9,278 198,533 25,186 9,278 223,587 29,536 $256,369 $ 291,889 20 $ 18,480 $20,404 EXPENSES Operating expenses $ 12,100 $ 13,578 Dividends & interest expenses 2,377 2,167 Loan loss provision 1,714 1,392 Total Expenses $ 16,191 NET INCOME $ 2,289 $3,267 $17,137 Nominating Committee Report Supervisory Committee Report The Nominating Committee used the Credit Union newsletter, website, and lobby notices to inform the membership of the Credit Union’s nomination and election process for Board of Directors. This year, the Nominating Committee nominated five candidates for the five vacancies on the Board of Directors, and no members sought nomination by petition. The five nominees are: Gerald Barnes, Susan Hall, Judith Harrison, Roger Journell, and Tim Sutphin. In accordance with Article V, Section 2 of the Bylaws and the official Elections Policy of Freedom First Federal Credit Union, since the Nominating Committee has returned sufficient nominations for all vacancies, there will be no nominations from the floor at this year’s Annual Meeting on Thursday, May 9, 2013. Each candidate will officially take office immediately after the Annual Meeting. The Credit Union’s Supervisory Committee has the responsibility to determine that the operations of the Credit Union are carried out in accordance with the Federal Credit Union Act and the rules and regulations of the National Credit Union Administration. This year, we have directed an emphasis on internal controls, consumer compliance, fraud prevention, the Bank Secrecy Act, and other new rules that affect the Credit Union. Jared Poff Chair, Nominating Committee The Supervisory Committee engaged the services of a certified public accounting firm to perform a financial audit of the consolidated financial statements of the Credit Union and a verification of member accounts. Their financial audit report included an unqualified opinion as to the fair presentation of the Credit Union’s financial statements. Based on their report and our own observations, we can report to you that Freedom First Federal Credit Union continues to maintain a safe and sound financial institution. The Supervisory Committee would like to thank you for your cooperation and support of the Credit Union. Gerald Barnes Chair, Supervisory Committee Board of Directors, L-R: Nelson Shibley, Chairman; Tim Sutphin, Vice Chairman; Frank Turk, Treasurer; Susan Hall, Secretary; Thomas Chapman, Judith Harrison, Roger Journell, Dan Merenda, Jared Poff. 21 Governance and Ethics Committee Report In 2012, the Credit Union’s Governance and Ethics Committee hired BoardSource, an independent, nonprofit governance consultant, to assess our adherence to best practices with regard to accountability, democracy, and skill development among our directors. The consultant reviewed our board policies, election process, and training procedures. In response to the consultant’s recommendations, the Credit Union initiated updates to modernize its bylaws, board tenure policy, and election process. These changes will be implemented in 2013 and 2014. Dan Merenda Chair, Governance and Ethics Committee Blacksburg 1204 South Main Street Virginia Tech—Squires Student Center Christiansburg 417 North Franklin Street Daleville 1171 Roanoke Road Roanoke 5240 Valleypark Drive—Operations Center 5102 Williamson Road—Crossroads 2221 Colonial Avenue—Towers Shopping Center 1210 Patterson Avenue—West End Center (coming soon!) Steel Dynamics, Inc. (exclusively serving the SDI workforce) Salem 1235 Electric Road 1900 Electric Road—LewisGale Hospital Vinton 203 Virginia Avenue Phone (540) 389-0244 / (866) 389-0244 Online www.freedomfirst.com Federally insured by NCUA.