Director Elections
Federal Home Loan Bank of Dallas Director Guidelines
The Federal Home Loan Bank of Dallas (FHLB Dallas) is authorized to have 16 directors: nine member directors and seven independent directors. Member directors are selected through a state-by-state nomination and election process within the Federal Home Loan Bank of Dallas District. Independent directors are nominated by the FHLB Dallas' Board of Directors and elected at large through a process in which ballots are sent to all members in FHLB Dallas' five-state District.
FHLB Dallas Member Director Eligibility
Each FHLB Dallas member director and nominee must be an officer or director of a member institution located in the state for which the Federal Housing Finance Agency (FHFA) has allocated an open directorship and must represent a member institution that meets all minimum capital requirements established by its regulatory agency. Member directors must certify annually to the FHFA that the institution they represent meets all applicable minimum capital requirements. Additionally, member directors and nominees must be citizens of the United States. To be eligible, each independent director and nominee must demonstrate either (1) that he/she has knowledge of or experience in one or more of the following areas: auditing and accounting, derivatives, financial management, organizational management, project development, risk management practices and law, or (2) that he/she has more than four years' experience representing consumer or community interests in banking services, credit needs, housing or consumer financial protections. An independent director may not serve as: (i) an officer, employee, or director of any member of FHLB Dallas or of a recipient of advances from FHLB Dallas, subject to certain exceptions for positions with holding companies, or (ii) as an officer of any Federal Home Loan Bank. Additionally, independent directors and nominees must be citizens of the United States and residents of the FHLB Dallas' District. The Chair and Vice Chair of the Board of Directors are elected from among FHLB Dallas' directors for a term of two years by a majority of the FHLB Dallas' directors.
Independent Director Elections
On approximately June 24, 2024, the Federal Home Loan Bank of Dallas will announce the start of the 2024 Election of Federal Home Loan Bank Directors. If you are interested in serving as an independent director, please see below.
As prescribed in 12 C.F.R. § 1261.5(c), an individual may be eligible to serve as an independent director if the individual is (1) a citizen of the United States and (2) a bona fide resident of a state in FHLB Dallas' district. As is the case with nominees for member directorships, a nominee for an independent directorship that is an incumbent director is not eligible to serve if (1) the nominee’s current term will not expire before the new term of office would begin, or (2) the nominee has been elected to three consecutive full terms (as defined in Section 1261.5(d)(2) of the Regulations) and has served for all or part of each such term. Also, a nominee that is a former director who has been elected to three consecutive full terms (as defined in Section 1261.5(d)(2) of the Regulations) and has served for all or part of each such term is not eligible for election to a term that begins earlier than two years after the expiration of the individual’s last term.
Additionally, as specified in the Bank Act and in the Regulations, each individual who wishes to be a nominee for an independent directorship must demonstrate that he or she has knowledge of or experience in one or more of the following areas: auditing and accounting; derivatives; financial management; organizational management; project development; risk management practices; and the law. Please note that FHLB Dallas supports diversity in the make-up of its Board of Directors and encourages diverse individuals who meet eligibility requirements to consider applying to be a nominee for open independent directorships.
Any individual who wishes to be considered for an independent directorship must deliver to FHLB Dallas an executed Independent Director Application form prescribed by the Finance Agency. Please complete the Independent Director Application which can be found on the FHFA’s website.
Nominees for independent directorship may submit their applications by mail or email to the attention of Bre Chapman, 8500 Freeport Parkway South, Suite 100, Irving, TX 75063 or at brehan.chapman@fhlb.com. Applications must be received by 5 p.m. (EDT) on Monday, July 29, 2024, to be considered.
Accepting 2024 Director Elections Applications
FHLB Dallas is accepting applications for one independent director position on the Board of Directors (Board). In addition, Texas members will receive a nomination certificate by email to nominate individuals for two Texas member director positions on the Board. Louisiana members will also receive a nomination certificate by email to nominate individuals for one Louisiana member director position on the Board.
Applications and nominations will be accepted from June 24 through July 29, 2024. All four open director positions have four-year terms that begin on January 1, 2025.
To Apply
An original, signed application may be submitted by mail or email to the attention of Bre Chapman, Corporate Secretary, Federal Home Loan Bank of Dallas, 8500 Freeport Parkway, Suite 100, Irving, TX, or brehan.chapman@fhlb.com by Monday, July 29, 2024, to be considered for nomination.
A detailed resume and summary of additional qualifications, such as expertise in the areas relevant for the independent director position, must also be submitted along with the application.
Applications received after 11:59 p.m. CT on Monday, July 29, 2024 will not be accepted.
The Board of Directors 2024 Election Schedule for Member Directors is as follows:
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Thursday,
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Approximate date Corporate Secretary will address the Board to decide (i) whether the Board wants to perform an assessment of the skills and experience of current Directors and to determine whether the capabilities of the Board would be enhanced through the addition of individuals with particular skills and experience; (ii) how to make the foregoing decisions (by the full Board acting alone or acting on the Government and External Affairs Committee’s recommendation); and (iii) if the Board decides to perform the assessment described in (i) above, whether the Board wants to communicate such determination in its announcement of elections and in the materials mailed with ballots. If the Board determines to proceed with any of (i) through (iii), then scheduling a meeting(s) of the Board and/or Government and External Affairs Committee is required. |
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Approximate date of announcement of the 2024 Director Elections of Federal Home Loan Bank of Dallas Member Directors. Nomination certificates are sent to eligible stockholders in the voting states for 2024. | |
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Nomination deadline. Signed, original Nomination Certificates must be received by the Federal Home Loan Bank of Dallas. | |
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Eligibility Certifications are sent to nominees via FedEx. | |
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Nominee Acceptance Deadline. Candidates running for election must return the original completed Eligibility Certification to the Federal Home Loan Bank of Dallas. | |
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Approximate date SBS will send ballots via email addresses to eligible stockholders in the designated voting state(s) for 2024. | |
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Voting deadline. | |
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Tabulation of election results begins. | |
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The Federal Home Loan Bank of Dallas will notify the candidates and the FHFA the results of the 2024 Election of Federal Home Loan Bank of Dallas Directors. Statewide election results, including the total number of votes received by each candidate on the ballot, will be posted to the Bank’s website and mailed to stockholders, each nominee, and FHFA. |
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The Board of Directors 2024 Election Schedule for Independent Directors is as follows:
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Thursday,
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Approximate date Corporate Secretary will address the Board to decide (i) whether the Board wants to perform an assessment of the skills and experience of current Directors and to determine whether the capabilities of the Board would be enhanced through the addition of individuals with particular skills and experience; (ii) how to make the foregoing decisions (by the full Board acting alone or acting on the Government and External Affairs Committee’s recommendation); and (iii) if the Board decides to perform the assessment described in (i) above, whether the Board wants to communicate such determination in its announcement of elections and in the materials mailed with ballots. If the Board determines to proceed with any of (i) through (iii), then scheduling a meeting(s) of the Board and/or Government and External Affairs Committee is required. |
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Approximate date of announcement of the 2024 Director Elections of Federal Home Loan Bank of Dallas Member Directors. Nomination certificates are sent to eligible stockholders in the voting states for 2024. | |
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Nomination deadline. Signed, original Nomination Certificates must be received by the Federal Home Loan Bank of Dallas. | |
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Eligibility Certifications are sent to nominees via FedEx. | |
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Nominee Acceptance Deadline. Candidates running for election must return the original completed Eligibility Certification to the Federal Home Loan Bank of Dallas. | |
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Approximate date SBS will send ballots via email addresses to eligible stockholders in the designated voting state(s) for 2024. | |
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Voting deadline. | |
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Tabulation of election results begins. | |
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The Federal Home Loan Bank of Dallas will notify the candidates and the FHFA the results of the 2024 Election of Federal Home Loan Bank of Dallas Directors. Statewide election results, including the total number of votes received by each candidate on the ballot, will be posted to the Bank’s website and mailed to stockholders, each nominee, and FHFA. | |