INFORMATION 2015 ANNUAL REPORT

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1 COMMITTEE REPORTS 2015 MEETING MINUTES 2015 ANNUAL REPORT

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3 The purpose of Shell Federal Credit Union, chartered in 1937, is not profit, is not charity, but SERVICE to its members through leadership that is committed to keeping the credit union strong, aggressive and financially sound. The 78 th Annual Membership Meeting of the Shell Federal Credit Union was held, March 27, 2015, at 7:00 p.m. in the Performing Arts Center at Deer Park High School, Deer Park, Texas with an estimated attendance of 521 members (214 retirees) and 131 children. Welcome Chairman Royce Parker welcomed everyone to the Annual Meeting and thanked the Deer Park High School for allowing the credit union to use the beautiful Performing Arts Center. Call to Order The meeting was called to order at 7:00 p.m., with Royce Parker presiding and Pam Gross recording. Recognition of Military and Families of Military Chairman Parker asked for all military that have served are currently serving to stand and be recognized. Pledge of Allegiance and National Anthem Everyone stood for the Pledge of Allegiance and National Anthem. Invocation Terrance Cooper gave the invocation. Establish Quorum Chairman Parker declared that, by a show of hands, a quorum (15 members) had been established. Introduction Chairman Parker introduced the volunteers and CEO on the stage. Chairman Parker closed by thanking the membership for their devotion to the credit union. Report of the President Jose Rodriguez welcomed everyone to the 78 th Annual Meeting and thanked the members for attending. He also thanked the membership for contributing to the credit outstanding. The credit union continues to grow in spite of the tough economic times. Jose said he wakes up each day with enthusiasm and a sense of purpose. He said he works for God, his family, and this credit union. He introduced his young family and said he wants this credit union to be around for his family and the many generations to follow. Jose closed by thanking the membership again for their continued support and trust and in turn, promised enthusiasm, passion, courage, and integrity. He recited our Mission Statement with a Special Retiree Drawing Chairman Parker and the Board presented 6 - $100 cash awards to 6 retirees. Report of the Education and Marketing Committee Mike Kolb welcomed the membership and thanked them for spending their evening at our Annual Meeting. He also thanked the Marketing department for their efforts. Mike said, We have the people that have the talent. He encouraged the members to read the Annual Report. He also asked that they spread the good news about the credit union services. He said word of mouth is better than a billboard. He closed by saying, We can t always please everyone every time, but we are sure going to try. Report of the Supervisory Committee Kurt Hoefer gave the report of the Supervisory Committee He welcomed the membership and said the role of the Supervisory Committee is to ensure the 2015 MEETING MINUTES COMMITTEE REPORTS Minutes of the Last Annual Meeting It was announced that the minutes from the last Annual Meeting were included in the Annual Report. A motion was made by Darrell Hurt, seconded by others to approve the minutes of the 77 th Annual Membership Meeting held on March 21, Motion carried unanimously. responsibility in mind, the committee contracted RSM McGladrey Inc. to perform quarterly compliance assessments and engaged, Hutto and Carver, CPAs to perform the annual audit. Excellent reports were presented without any material discrepancies noted. Kurt thanked the membership for Introduction of Nominating Committee Chairman Parker introduced John Patterson, Ed Koch, and Galen Davis and called for their report. Mr. Patterson presented the Committee s recommendations as follows: Board Members Ben Esquivel 3-year term re-election Mike Kolb 3-year term re-election Kurt Hoefer 3-year term re-election A motion was made by Galen Davis, seconded by others to approve the reports of the Chairman, President, Education and Marketing Committee and Supervisory Committee. Motion carried unanimously. Cash Awards to the Youngest and Oldest Members Present The Board presented $100 cash award to the oldest member (98 years) and youngest member (4 weeks) that were present. Old Business None. A motion was made by Darrell Hurt, seconded by several that the nominees submitted by the Nominating Committee be elected by acclamation. Motion carried unanimously. New Business None. Special Recognition Amy Carlson reported on the passing of our Board Member, Henry Corley who served on the Board for over 26 years. William White presented a plaque to his wife, Wanda in memory and gratitude for his years of service and dedication to our credit union. Cash Prizes for Children age 15 and Under All children 15 years of age and younger were given a $5 bill. Special Retiree Drawing Chairman Parker and the Board presented 6 - $100 cash awards to 6 retirees. Report of the Chairman Royce Parker gave the Chairman s report. He reported that the credit union continued to perform while remaining strong, stable and excited about the future. He thanked the volunteers and the staff for their dedicated work for this credit union. He spoke about the campaign to change members lives and encouraged the members to read the annual report. Door Prize Drawings The cash prizes were awarded plus the Grand Prize at the end of the meeting. Adjournment Chairman Parker declared the Annual Membership Meeting adjourned at 7:53 p.m. Royce Parker, Chairman Pam Gross, Recording

4 For member convenience we continue to offer nine branch locations and online services. The membership took advantage of our low loan rates and borrowed in excess of $616 million dollars. We are proud to report that these loans were used for automobiles, homes and all fashion of other member needs. Shell FCU has also continued to work with third services. BOARD CHAIRMAN ROYCE PARKER Throughout the year membership and lending have grown steadily. Our membership is over 75,000. Even with this record membership and loan growth, we continue to remain that is praised by the auditors and is the envy of the area banks and credit unions. The John Garrison Scholarship Program awarded nine area high school seniors a total of $22,500 in scholarships this year. Since the year 2000 we have awarded scholarships to 88 deserving students. This year, Shell FCU is Focused On YOU. We are enhancing our service to you through employee training and technology upgrades. You are the reason we continue search for new needs throughout EDUCATION & MARKETING COMMITTEE MIKE KOLB Through community outreach in 2015, Shell FCU continually gave back to its membership and communities. Providing 400 cars with $25 in free gas gave Shell FCU staff the chance to work within our branch s communities and educate attendees on Shell FCU s conveniences. Numerous events were hosted throughout the year. For members, four drink giveaways were hosted with over 400 members in attendance. Three seminars were open to the public and hosted by Shell Retirement, Trust and Investment Services. The new Shell FCU website launched in October 2015, and features new Alerts and Events sections. We encourage you to visit our website often for helpful information and events. The Furthering Community Unity (FCU) Team powered by Shell FCU consists of Shell FCU staff, membership and our communities. The FCU Team hosted their second annual Volunteer Expo in April 2015 with more than 150 in attendance. The third annual Volunteer Expo is planned for Tuesday, April 5th at the Pasadena Convention Center from 4PM to volunteer organizations. In 2015 The FCU Team raised over $11,887 in donations and 716 hours with the efforts of 187 volunteers. Lifetime FCU Team donations now total $101,875 and 8,373 hours. PRESIDENT & CEO JOSE RODRIGUEZ COMMITTEE REPORTS As always, your Board of Directors welcomes any member feedback or comments. Our purpose is to serve you the member. Feel free to contact any of us individually or as a group. It has been a great year for Shell FCU and its members! When you speak we listen, therefore feedback from the membership and staff was taken into consideration when big plans SUPERVISORY COMMITTEE KURT HOEFER transaction processing and the level of service each member receives through new upgraded systems and employee training. New systems included a new core processor, Online Banking, Bill Pay, Mobile Apps, loan origination system, reporting and much available to our staff and membership. Your Supervisory Committee focuses on ensuring that the Board of Directors and contracted RSM McGladrey Inc. to perform quarterly compliance assessments and engaged were presented without any material discrepancies noted. to communicate with us at P.O. Box 237, Deer Park, TX All comments sent to this address are reviewed by this committee. We knew that if we wanted something we d never had, we needed to be willing to do something we d never done before. The staff continued to Focus On YOU, our membership, throughout these large scale projects, trainings and testing. Plus, the entire Shell FCU staff created a better version of themselves by attending a training which has taken Shell FCU to the next level of service. Each Shell FCU employee has committed to providing top-notch service. Please hold every Shell FCU employee accountable and let us know if we are not making this a reality. At Shell FCU, we are always Focused On YOU! This year you have the chance to win $20k for your dream destination vacation with our Your Trip, Our Tab contest. You will automatically be entered to win when you obtain an auto, signature, mortgage or home equity loan with Shell FCU this year. For complete details visit our new and improved website at

5 ASSETS WIN WI N $20K $20 K FOR YOUR DR E AM DE S TINATION VACATION STINATION $448,985,271 25,672, ,646,981 24,172,137 20,521,730 $629,998,298 $532,226,618 22,941,354 91,173,412 25,481,035 22,040,401 $693,862,819 $616,021,287 31,326,160 61,375,544 27,028,763 21,976,881 $757,728,635 MEMBER SHARES $557,839,197 LIABILITIES 11,739,895 REGULAR RESERVE 3,282,855 UNDIVIDED EARNINGS 59,077,106 UNREALIZED GAINS AND (LOSSES) -1,940,755 TOTAL LIABILITIES & EQUITY $629,998,298 $595,541,746 29,746,522 3,282,855 67,808,193-2,516,498 $693,862,819 $667,697,403 16,146,293 3,282,855 74,740,599-4,138,515 $757,728,635 LOANS CASH INVESTMENTS FIXED ASSETS OTHER ASSETS TOTAL ASSETS LIABILITIES & EQUITY OPERATING STATEMENTS INCOME INTEREST ON LOANS INCOME FROM INVESTMENTS OTHER INCOME TOTAL INCOME $24,233, ,563 13,878,583 $39,052,404 $25,913,837 1,145,694 14,769,066 $41,828,597 $27,346, ,886 16,458,284 $44,758,011 $28,946,903 62,206 3,322,586 $32,331,695 $30,070,285 51,268 2,975,957 $33,097,510 $34,462, ,473 3,118,392 $37,825,605 $6,720,710 $8,731,087 $6,932,406 EXPENSES Every Auto, Signature, Home Equity, and Mortgage loan obtained in 2016 is another chance to win Apply Online Today At Your Trip, Our Tab Prize: Win $20k towards your dream destination vacation when you obtain an Auto, Signature, Home Equity or Mortgage loan with Shell FCU in Each loan is another chance to win. Chances of winning are based on the number of entries. The Focused on YOU - Your Trip, Our Tab giveaway event will be held at the Shell FCU Deer Park Branch on January 28, Watch for event details in December Winner is Other Details: reserves the right to discontinue promotions without notice at any time for any reason. Shell FCU employees are not eligible to participate. No Purchase Necessary. Anyone 18+ who does not qualify for the drawing by funding a Shell FCU loan can enter by sending a 3x5 postcard with your name and address to: Shell FCU Focused on YOU, P.O. Box 578, Deer Park, TX Must be postmarked by December 31, One postcard per individual. OPERATING EXPENSES OTHER EXPENSES DIVIDENDS TOTAL EXPENSES NET INCOME OPERATING STATEMENTS MEMBERSHIP TOTAL MEMBERS ,659 69,000 75,261 FIGURES ROUNDED TO NEAREST DOLLAR STATEMENTS OF FINANCIAL CONDITION FOCUSED ON YOU

6 SHELL FCU HOURS LOBBY Mon, Tue, Wed, Fri: 9:00AM 5:00PM Thur: 9:00AM 5:30PM Sat: 9:00AM 12:30PM DRIVE-THRU Mon, Tue, Wed: 7:30AM 6:00PM Thur & Fri: 7:30AM 7:00PM Sat: 8:00AM 12:30PM CALL CENTER Mon Fri: 7:30AM 7:00PM Sat: 9:00AM 12:30PM CONTACT MAIN NUMBER: TOLL FREE: CORPORATE WEBSITE: FCU TEAM: YOUTH WEBSITE: Royce Parker Chairman Chet Servance Assistant Secretary Jose Rodriguez President/CEO Amy Carlson Vice-Chairman BOARD MEMBERS Board of Directors Donald Booth Director Elizabeth Monroy CFO D Anne Turner Vice President, Lending Ben Esquivel Treasurer Executive Team Mark Sapp Assistant Treasurer Kurt Hoefer Director Sam James CIO Sonia Castillo Vice President, Human Resources Mike Kolb Director William White Secretary Nicole Hernandez Vice President, Operations Supervisory Committee CONVENIENT BRANCH LOCATIONS DEER PARK 301 E. 13 th St. Deer Park, TX FAIRMONT 5133 Fairmont Pkwy. Pasadena, TX LA PORTE Spencer Hwy. La Porte, TX PASADENA 401 E. Southmore Ave. Pasadena, TX PEARLAND Monroe Rd. Houston, TX BAY AREA 1600 W. Bay Area Blvd. Houston, TX WILSON 4787 Wilson Rd. Houston, TX WOODFOREST 5544 E. Sam Houston Pkwy. N. Houston, TX SPRING 6232 FM 2920 Spring, TX Kurt Hoefer Chairman MARCH 15, 2016 Estate Planning Seminar 6PM - 7PM Deer Park Shell FCU Branch 301 E. 13 th Street, Deer Park, TX Seminar provides an overview of fundamental estate planning topics. Enjoy refreshments & a chance to win door prizes! RSVP by ing us at marketing@shellfcu.org Cindy Williams Advisory Supervisory Committee Members EVENTS Martin Vasquez Galen Davis Salma Hartley Darrick Duke APRIL 5, Volunteer Expo 4PM - 6PM Pasadena Convention 7902 Fairmont Pkwy, Pasadena, TX Free and open to the public. Learn how to get involved with your non-profits in your community! Ed Koch APRIL 11, 2016 Retirement Planning Seminar 6PM - 7PM Deer Park Shell FCU Branch 301 E. 13 th Street, Deer Park, TX Learn strategies that will help start building a retirement income plan. Enjoy refreshments & a chance to win door prizes! RSVP by ing us at marketing@shellfcu.org For more information and events visit Federally Insured by NCUA.

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