MINUTES OF THE OAS FCU SIXTY-SECOND ANNUAL MEETING
July 24, 2025
The sixty-second Annual Meeting was held in hybrid mode. Approximately eighty members attended “in person” at the Hall of The Americas, and around two hundred members virtually. Interpretation in Spanish was provided.
BOD Members Present: All
- CALL TO ORDER AND START OF MEETING
A quorum was ascertained, and Ms. Yadira Pinilla, Board Chair, called the meeting to order at 12:04 pm.
- APPROVAL OF THE 2024 ANNUAL MEETING MINUTES
Ms. Yadira Pinilla presented the Minutes of the 61st Annual Meeting, held on August 27, 2024, for members’ review. The Minutes had been available through the election portal, and a QR Code was also provided so all participants could directly access and read the Minutes. She then invited members, both those attending in person and virtually, to vote. With no objections or concerns raised, the Minutes were unanimously approved.
All Board members present were introduced by Ms. Pinilla:
Ezequiel Galatro, Vice Chair and Technology Committee Co-Chair; Lynn Swenson, Treasurer and ALCO Chair (on-line); Ian Edwards, Secretary, Technology Committee Co-Chair, and Community Relations & Membership member; Rocio Suarez, Supervisory Committee Liaison and Technology Committee member; Claudia Flores, Governance Committee Chair; Angel Cardenas, Community Relations & Membership Chair and Green Committee member (on-line); K.C. Soares, Community Relations & Membership member; Reinaldo Ledezma, Human Capital Chair, and Yadira Pinilla Board of Directors Chair and Community Relations & Membership member.
- REPORTS
3a Ms. Pinilla opened her report by warmly greeting members, Board of Directors, colleagues, and friends, expressing her appreciation for the opportunity to serve as the new Chair of OAS FCU. She emphasized her gratitude for the cooperative community and acknowledged the support and dedication of volunteers, staff, management, and the Board throughout the year.
She presented her report with a tone of pride and optimism, highlighting the year’s achievements while recognizing the global challenges faced by financial and social systems:
- Expansion of Member‑Centric Services, broadening financial access and improving secure, personalized banking experiences.
- Modernization of Products and Services to remain competitive in a rapidly evolving financial environment.
- Financial Performance, supported by prudent management and responsible lending, ensuring sustainable long‑term stability.
- Strengthening of Strategic Partnerships with SEG organizations to support members facing economic uncertainty and reinforce trust.
- Launch of “Clara,” the Virtual Teller Assistant, offering co‑browsing, screen sharing, live video chat, and chatbot services at the Global Access Branch.
- Internal Organizational Realignment to improve operational efficiency and adapt to the fast‑changing financial services landscape.
- Recognition as the 2024 Inclusion Innovator by GreenPath Financial Wellness for leadership in inclusive outreach.
- Environmental and Community Impact Initiatives, including progress on the Biodiversity Project through the Green Committee.
- Continued Commitment to Diversity, Equity, and Inclusion, with active engagement in advocacy and collaboration across industry networks.
- Member Support Programs developed in collaboration with OAS partners, offering financial assistance such as Skip‑a‑Payment, counseling, notarization, and mortgage forbearance.
- Development of the Strategic Plan 2025–2027, outlining future priorities including membership expansion, deeper member insights, a strengthened revenue model, cultural development, and advanced risk management.
Ms. Pinilla finalized expressing confidence in the continued growth and resilience of OAS FCU, emphasizing gratitude for the dedication of the Board, volunteers, CEO, management, and staff.
3b Mr. Juan Sebastián Ordoñez, Credit Committee member presented the Credit Committee Report on behalf of Jennifer Molina, Chair of the Committee. He welcomed all members and underscored that lending continues to be a cornerstone of OAS FCU’s mission as a trusted and inclusive institution that supports members at every stage of their financial journey. He noted that in 2024, this mission remained vital as the Credit Union navigated another year of economic adjustment with care and resilience.
He reported that in 2024, the Credit Committee oversaw the disbursement of 1,893 loans totaling $27.7 million. Although this represented a decrease from 2023, when 2,050 loans totaling $39.45 million were issued, the shift reflected a deliberate and member-focused approach during a period of rising global interest rates and changes in borrowing behavior.
By year-end, the loan portfolio stood at $160.5 million, a slight 2.6% contraction from 2023. This outcome was expected and carefully monitored to ensure credit quality remained strong without limiting members’ ability to access responsible financing.
Lending performance indicators remained stable, with a loan delinquency ratio of 2.77%, demonstrating solid member resilience and effective risk management. The denied loan application ratio of 4.83% reflected the Committee’s ongoing balance between prudent lending standards and the Credit Union’s longstanding commitment to financial inclusion.
Throughout the year, the Committee continued to support key programs including real estate loans, personal loans, overdraft lines, and the VISA credit program. VISA alone accounted for $16.2 million in disbursements, offering members flexible and secure financial tools across global locations.
Mr. Ordonez highlighted that OAS FCU’s lending philosophy remains rooted in inclusion, reflecting the Credit Union’s history of serving a diverse international membership since 1962. He reaffirmed that this legacy of belonging is present in every application reviewed and every member assisted.
He concluded his report by expressing the Committee’s deep appreciation to OAS FCU staff, volunteers, and members for their continued trust and partnership. Mr. Ordonez reiterated the Committee’s commitment to building a future where every member feels supported, empowered, and confident in the Credit Union’s dedication to their financial well-being.
3c Treasurer’s Report. The Treasurer, Ms. Lynn Swenson, reported on behalf of the Asset- Liability Committee (ALCO), which oversees the Credit Union’s financial status and direction. She acknowledged the contributions of ALCO members and the support provided by the Chief Financial Officer.
Ms. Swenson noted that 2024 remained a challenging year due to persistently high interest rates and inflation, which continued to impact investment income. As a result, OAS FCU posted a net loss for the second consecutive year. She emphasized, however, that the Credit Union has already turned the corner and is projecting positive earnings for 2025. Throughout these conditions, OAS FCU continued prioritizing members by maintaining competitive certificate rates, keeping loan rates as low as possible, controlling operating costs, modernizing services, and avoiding fee increases.
She further reported that while equity decreased to $21.2 million, total assets increased to $278.7 million, and the Credit Union’s financial condition remains strong. Ms. Swenson reaffirmed that members’ assets are safe and federally insured. She concluded by highlighting the strength of the cooperative model and encouraging members to keep OAS FCU in mind for loans and credit products with competitive rates as the Credit Union continues improving services.
3d Ms. Katherina Diaz-Viana presented the Supervisory Committee Report. She welcomed the members and reaffirmed that the Supervisory Committee is entrusted by the Board of Directors with ensuring the accuracy of OAS FCU’s financial reporting and the protection of member assets. She emphasized that the Committee fulfills this mandate through rigorous oversight, continuous evaluation of internal controls, and a strong commitment to safeguarding the Credit Union’s integrity on behalf of all members.
Ms. Diaz-Viana presented the Committee’s key activities and accomplishments for 2024, noting the following:
- Oversight of Annual Financial Audits
Engaged and supervised the independent financial audit and contracted an external audit firm to ensure objectivity, thoroughness, and compliance. - Implementation of Audit Recommendations
Monitored the adoption and completion of all audit and examination findings in coordination with the interim Chief Operating Officer and the newly appointed internal auditor. - Surprise Cash Counts
Conducted unannounced cash counts at both OAS FCU branches and ATMs to confirm appropriate cash-handling procedures. - Member Complaints Review
Followed up on member complaints submitted through the website, email, and digital platforms to ensure appropriate resolution. - Risk-Based Internal Controls Review
Evaluated internal controls using a risk-based oversight framework to identify and mitigate emerging operational or compliance risks. - Regulatory Compliance Verification
Ensured compliance with requirements under the Bank Secrecy Act (BSA), the PATRIOT Act, UIGEA, SAFE Act, and other NCUA‑mandated regulations. - Establishment of the Internal Audit Department
Supported the creation of a new Internal Audit Department and the hiring of a full‑time internal auditor to strengthen ongoing evaluation of internal controls, processes, and compliance. - Enhanced Fraud Prevention & Cybersecurity Awareness
Verified that management implemented enhanced fraud-prevention measures and promoted cybersecurity awareness among members through the Credit Union’s blog, website, and targeted email communications.
Ms. Diaz-Viana noted that this strengthened oversight structure allowed the Supervisory Committee to enter 2025 with an expanded capacity for risk-based monitoring and proactive protection of member assets.
She concluded her report by expressing gratitude and reaffirmed the Committee’s commitment to promoting transparency, accountability, and strong governance practices as it continues to protect member interests and ensure the long‑term resilience of the Credit Union.
- CEO REPORT
Mr. Calderon began his report by warmly addressing the Credit Union’s members and acknowledging the difficulties faced across the U.S. financial sector in 2024. He highlighted the broader challenges, from regulatory and political changes to volatile markets and the ongoing global adjustment to a post‑pandemic environment. Despite this climate, he expressed pride in OAS FCU’s resilience, determination, and renewed energy, assuring members that the Credit Union remains committed to supporting them, especially considering the sociopolitical issues affecting international communities in the U.S.
The CEO underscored several important accomplishments and ongoing initiatives:
- Strategic Reorganization & New 3‑Year Plan
OAS FCU advanced its internal restructuring and launched a new strategic plan shaped by insights from the 2024 volunteer and staff retreat. This plan aims to strengthen responsiveness, agility, and efficiency while integrating environmental and social stewardship. - Member Support During Sociopolitical Challenges
The Credit Union continued close collaboration with member organizations and reaffirmed its commitment to being an inclusive, supportive financial partner for all members facing hardship. - Enhanced Global Service & Communication Channels
Significant progress was made in upgrading how OAS FCU serves its worldwide membership. Key initiatives include:- The Global Access Branch
- A fully redesigned website
- A new communications platform
These improvements are being implemented in phases and represent major milestones in global service delivery.
- Competitive Financial Performance
The Board, Committees, staff, and management worked continuously to maintain competitive dividend and loan rates while safeguarding the institution’s financial strength. The CEO expressed special gratitude for their dedication during a challenging year. - Cybersecurity & Member Awareness
Members were reminded of the importance of staying vigilant against fraud and cybercrime, with OAS FCU providing ongoing resources through blogs and a dedicated cybersecurity section online.
In closing, Mr. Calderon expressed deep appreciation for the Credit Union’s volunteers, staff, and members, the pillars of OAS FCU’s mission and success. He reflected on the Annual Report theme, “together we belong,” emphasizing that the Credit Union thrives because of the collective trust, shared purpose, and unity among its member-owners. He reaffirmed OAS FCU’s unwavering commitment to serve its community for many years to come and thanked everyone for their continued confidence and dedication.
- NEW BUSINESS: There was no topic addressed under New Business.
- NOMINATING COMMITTEE REPORT
Ms. María Elena Cruz, member of the Nominating Committee, presented the Committee’s Report on behalf of Teresa Bustamante, Chair. She highlighted that the volunteer program currently consists of 56 volunteers representing 21 countries across the Americas and the Caribbean, including Argentina, Brazil, Colombia, Mexico, and St. Lucia, among others.
She noted that the main activities of the Nominating Committee over the past 12 months included:
- Fulfilling the Committee’s required responsibilities.
- Conducting volunteer recruitment efforts.
- Preparing for the 2025 Elections, including the development of the slate of candidates for the Board of Directors and the Credit Committee.
- ELECTIONS REPORT
The Committee presented five candidates for three seats on the Board of Directors and four candidates for two seats on the Credit Committee.
This year a total of 1,917 valid ballots were received representing 22% of membership participation (8,771 eligible members).
The results of the elections for the Board of Directors were:
Luz Angela Serrano 1,079 Elected for a 3 Year Term
Nicolas Mendioroz 981 Elected for a 3 Year Term
Marcelo Barg 864 Elected for a 3 Year Term
Jeff Hertrick 705
Ian Edwards 698
Blank Votes 17
The results of the elections for the Credit Committee were:
Ramon Ferro 957 Elected for a 3 Year Term
Desiree Valera 951 Elected for a 3 Year Term
Andres Sarache 915
Joel Andrews 540
Blank Votes 74
Ms. Cruz thanked all the volunteers for their outstanding work and commitment this past year, and the Board for the confidence it placed in the Committee’s work during this period.
Recognition on BOD Stepping Down:
Mr. Calderon proceeded to recognize two Board members and volunteers, K.C. Soares and Lynn Swenson, for their years of dedicated service.
Ms. Pinilla highlighted that K.C. Soares served the Credit Union for more than 30 years and launched the Volunteer Program. In appreciation of her long‑standing contributions, Mr. Calderon presented her with a commemorative plaque.
Ms. Swenson, who joined the meeting online, was recognized for her outstanding service as Treasurer, Chair of the ALCO Committee, and as a member of the Board of Directors for 15 years. Ms. Soares received the award on Ms. Swenson’s behalf.
- QUESTIONS AND ANSWERS:
No questions were raised. All reports were accepted as presented.
- ANNUAL MEETING PRIZES:
Mr. Calderon presented the e‑voting and raffle prizes, noting that the names of the virtual participant winners would be published on the OAS FCU website the following Monday.
- ADJOURNMENT
Before concluding the meeting, the Chair invited participants to access the Annual Meeting Survey through a QR code displayed to share their feedback on the event. There being no further business, the meeting was adjourned at 12:59 p.m. by Ms. Yadira Pinilla, Chair of the Board of Directors.