RICHARDSON, Texas — ViewPoint Bank, formerly Community Credit Union, will remain a mutual savings bank, at least for the time being. As of its special meeting Aug. 21, it had roughly only half the number of member votes necessary to approve the bank's reorganization to a federally chartered mutual holding company structure. The bank has set a second special meeting for Sept. 19, with the intent of soliciting the required number of affirmative votes by that date. About 50 people attended the special meeting, held at 3 p.m. on a Monday at the Richardson Civic Center. After a quorum was ascertained, ViewPoint Bank Board Chairman James McCarley announced that due to many people being on summer vacation and mail delivery delays, the bank was short of the “majority of the votes eligible to be cast.” Approximately 195,260 members were entitled to cast a total of 10,019,794 votes; each voting member was entitled to one vote per $100 of withdrawal value of their deposit accounts on the bank's established voting record date. Unlike past conversion meetings, no Coalition for Credit Union Members were visibly present at the meeting. The meeting was relatively low-key. The one exception came when a member challenged McCarley's report that 86% of the total votes cast were in favor of the reorganization. At issue was a statement in boldfaced capitalized letters that appeared on the cover letter in the bank's proxy materials. It read, “Failure to vote has the same effect as voting against the reorganization.”

“I think a lot of people purposely didn't vote with the understanding that it would count the same as a 'no vote,' ” the member said. In other words, if seven million votes have not been cast and they count as “ no votes,” then the majority of the membership is opposed to the reorganization.

The 86% figure was drawn from the total of votes actively cast, either for or against the reorganization, McCarley countered. Uncast votes were not considered.

To complete the reorganization, the bank also had to sell a minimum of 7,458,750 shares of common stock ($10 per share, minimum purchase of 25 shares) by Aug. 16. McCarley first indicated that the bank couldn't release the number of shares that have already been sold, but later stated they had “all been sold.”

The next special meeting will be held at a different location from all previous conversion/reorganization meetings, the bank's 1201 W. 15th Street office in Plano, Texas. Another mailer will be sent out with proxy cards, but in accordance with their bylaws, bank officials said, no further notice of the Sept. 19 meeting, outside the announcement at the Aug. 21 meeting, will be given to members.

McCarley entertained a motion for adjournment that ended the meeting 15 minutes after it began.

Instant Insights /

ViewPoint Bank Fails to Get Votes for Reorganization, But Says it Has Met Initial Stock Sale Obligations

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