Friday, March 31, 2023
312 Wareham Rd,
Marion, MA 02738
Commonwealth Utilities Federal Credit Union (“CUFCU”) takes pride in having served our membership and community for nearly 100 years. We are privileged to be a source of financial services to you, our members, and your families. To secure and enhance member value, we have been evaluating strategic alternatives to ensure a sustainable future of improved services and product offerings while achieving the scope and scale that can secure our place in an increasingly challenging marketplace. We believe success in our market requires continuous investment in systems, security, employees, and our community. CUFCU has performed extensive due diligence to assist us in identifying and assessing strategic alternatives currently available. In evaluating strategic alternatives, we have determined that a merger with a credit
union of larger scope, scale and similar culture with commitment to member value is the answer. A larger scale operation will be more efficient, while allowing us to provide more resources to support our membership’s current and future needs, as well as ensure the safety and soundness of your private data and accounts.
After careful consideration, we believe the membership is best served by a merger of CUFCU with Taunton Federal Credit Union (“TFCU”). Your Board of Directors is comprised of dedicated volunteers who are members of CUFCU. The Board of Directors has participated in and fully supported management throughout the strategic initiative that has produced the proposed merger. Both the Board of Directors and management fully support the proposed merger.
In order for the proposed merger to be approved and consummated, a majority of the members who vote on the merger proposal must vote to approve the merger. Members may cast their votes at the Special Meeting (further details enclosed) or by completing and returning the enclosed Ballot no later than 5 p.m. Eastern Standard Time (EST) on Friday, March 31, 2023.
Taunton Federal Credit Union (Established in 1947, known as TFCU) is a well-capitalized financial institution presently with 17,000 members and $265 Million in assets, providing its members with access to over 37,000 ATMs and market leading products and services. Your accounts will continue to be federally insured by the National Credit Union Share Insurance Fund to the maximum extent allowed by law and CUFCU’s branch will be maintained and operated by TFCU with new TFCU signage and systems. TFCU will continue to support the local community and charitable causes already supported by CUFCU.
Please review the Notice of Special Meeting of Members and the Ballot attached as an exhibit.
If you have any questions or comments concerning the proposed merger, please call our office at (508) 748-3452 or email info@CUFCU.org.
BY ORDER OF THE BOARD OF DIRECTORS:
President & Chair of the Board
Commonwealth Utilities Federal Credit Union
Member Ballot Booklet
Proposed Merger with Taunton Federal Credit Union
Notice of Special Meeting of the Members on Proposal to Merge Commonwealth Utilities Credit Union
On September 22, 2022, the CUFCU Board of Directors approved a Merger Resolution authorizing the Commonwealth Utilities Credit Union (“CUFCU”) Management to seek regulatory clearance from the National Credit Union Administration (NCUA) as well as approval
from CUFCU’s members to merge with Taunton Federal Credit Union (known as ” TFCU”). You are Invited to attend the Special Meeting at Commonwealth Utilities Credit Union, 312 Wareham Rd, Marion, MA 02738 on Friday, March 31, 2023 at 5pm.
Purpose of the Special Meeting
The Special Meeting has two purposes:
1. To consider and act upon a proposal to merge CUFCU with TFCU (hereinafter referred to as the “Continuing Credit Union” or “TFCU”), whereby all assets and liabilities of CUFCU will be merged with and into the Continuing Credit Union. All members of CUFCU will become members of the Continuing Credit Union and will be entitled to and will receive shares in the
Continuing Credit Union for the shares you own in CUFCU on the effective date of the merger.
2. To ratify, confirm and approve the action of the CUFCU Board of Directors in authorizing the officers of CUFCU, subject to the approval of members, to do all things and execute all agreements documents, and other papers necessary to carry out the proposed merger.
The CUFCU Board of Directors encourages you to attend the Special Meeting and vote on the proposed merger. Whether or not you expect to attend the Special Meeting, we urge you to sign, date, and by 5 p.m. EST on March 31, 2023, return the enclosed ballot to vote on the proposed merger.
If you wish to submit comments about the merger to share with other members, you may submit them to the National Credit Union Administration (NCUA) at https://www.ncua.gov/support-services/credit-union-resources-expansion/credit-union-merger-resources/comments-proposed-credit-union-mergers or to CURE at 1775 Duke Street Alexandria, VA 22314. The NCUA will post comments received from members on
its website, along with the member’s name, subject to the limitations and requirements of its regulations.
Other Information Related to the proposed Merger
The CUFCU Board of Directors has carefully evaluated and analyzed the assets and liabilities and the value of the shares in both credit unions. Attached, as an exhibit, you will find the projected Combined Statement of Financial Condition of the Continuing Credit Union.
CUFCU takes pride in having served its membership and community since its founding in 1926. The Board of Directors, along with CUFCU Management, has worked hard to enhance the member value proposition on a long term, sustainable basis.
Reasons for merger: As a smaller-scale Credit Union, CUFCU has been faced with challenges not uncommon to an institution its size. Attraction and retention of qualified volunteers and management has impacted CUFCU’s ability to manage an increasingly complex institution. A combination of an eroding membership and inability to markedly attract new members, partly due to its closed charter (employees and family only), have brought into question the future viability of the institution. The mission and purpose of CUFCU has always been to provide exceptional service for the membership. It was determined that a merger with a credit union of larger scope and scale located central to the membership with a similar culture and commitment to member value is the answer.
Taunton Federal Credit Union (Established in 1947, known as TFCU) is a well-capitalized financial institution presently with 17,000 members and $265 Million in assets, providing its members with access to over 37,000 ATMs and market leading products and services. Member accounts will continue to be federally insured by the National Credit Union Share Insurance Fund to the maximum extent allowed by law. TFCU will continue to support the local community and charitable causes already supported by CUFCU.
Net worth: The net worth of a merging credit union at the time of a merger transfers to the continuing credit union. Commonwealth Utilities Federal Credit Union does have a higher net worth ratio than Taunton Federal Credit Union.
Share adjustment or distribution: Commonwealth Utilities Federal Credit Union will not distribute a portion of its net worth to its members in the merger. The board of directors has determined a share adjustment, or other distribution of Commonwealth Utilities Federal Credit Union’s net worth is unnecessary due to commitments for CUFCU-specific developments described in further detail here in this notice.
Locations of Merging and Continuing Credit Union
TFCU’s main office is located at 14 Church Green, Taunton, MA 02780.
Additional locations include
• 480 Rockdale Avenue, New Bedford, MA 02740
• 438 West Grove Street, Middleboro, MA 02346
• 403 Winthrop Street, Taunton, MA 02780
• 93 Union Street, New Bedford, MA 02740
TFCU Participates in the Co-Op Shared Branching Network providing an additional 5,400 branch locations for members nationwide.
Changes to Services
Upon completion of the proposed merger, you, the members of CUFCU will become members of TFCU and will be able to take advantage of the extensive range of products and services available from TFCU including:
• Personal Savings and Checking accounts, Term Share Certificates, Individual Retirement Accounts, Auto Loans, Consumer Loans, Credit Cards, Mortgages, Home Equities, a full suite of convenience services as well as competitive rate offerings.
• Business Deposit and Lending services to its members.
• Enhancements to technology, products, and services
• Your Par Share will be adjusted from $25 to $5
A full list of all product and service offerings can be found by visiting TFCU’s website at www.tauntonfcu.com.
All CUFCU member accounts that are open as of the effective date of the merger will no longer have excess share insurance from MSIC. If approved by MSIC, those with existing coverage for certificates of deposit (CDs), share certificates, or other term share or deposit accounts may continue to be insured under the MSIC excess share and deposit insurance system until one year following the effective date of the merger or the term of such account if less than one year from the merger date.
Merger-Related Financial Arrangements
TFCU will retain all employees of CUFCU and you will see the same faces when you visit branch locations after the merger. The existing branch will remain open for CUFCU members to utilize as a service location. NCUA Regulations require merging credit unions to disclose certain increases in compensation that any of the merging credit unions’ officials or the five most highly compensated employees have received, or will receive, in connection with the merger.
No such increases in compensation have been arranged as a result of this merger proposal.
TFCU has contracted to, among coverage of all merger-related expenses, developing a new full-service branch location within the current market area that CUFCU currently maintains a limited-service branch, should the member-vote for merger yield a positive result.
Please note, to be approved the proposed merger must have the approval of a majority of members of the CUFCU who vote on the proposal.
Enclosed with this Notice of Special Meeting is a Ballot for Merger Proposal. If you cannot attend the meeting, please complete the ballot and return it to the Teller of Election using the enclosed self-addressed and prepaid envelope provided, no later than 5 p.m. EST on March 31, 2022. To be counted, your ballot must reach us by this date and time.