2024 Annual Meeting

Section 1.06    Termination of Membership.

Upon the withdrawal, death, cessation of existence, or expulsion of a Member, the membership of such Member shall thereupon terminate, and the membership certificate, if any, of such Member shall be surrendered forthwith to the Cooperative. Termination of membership in any manner shall not release a Member or his/her estate, nor does it in any way forfeit, diminish, or affect the patronage capital account of the terminated Member from any debts due to the Cooperative.

What does this mean? This update deletes surrendering of membership certificates as they are not distributed to members.

 Section 2.03   Responsibility for Protecting Cooperative Facilities.

Each Member shall make available to the Cooperative a suitable site, as determined by the Cooperative, whereon to place the Cooperative’s physical facilities for the furnishing and metering of electric service or other authorized service and shall permit the Cooperative’s authorized employees, agents, and independent contractors to have access thereto for inspection, maintenance, replacement, relocation, or repair thereof at all reasonable times. As part of the consideration for such service, each Member shall be the Cooperative’s bailee of such facilities and shall accordingly desist from interfering with, impairing the operation of, or causing damage to such facilities, and shall use his/her best efforts to prevent others from so doing. In the event such facilities are interfered with, impaired in their operation, or damaged by the Member, or by any other person when the Member’s reasonable care and surveillance could have prevented such, the Member shall indemnify the Cooperative and any other person against death, injury, loss, or damage resulting therefrom, including but not limited to the Cooperative’s cost of repairing, replacing, or relocating any such facilities and its loss, if any, of revenues resulting from the failure or defective functioning of its metering equipment.

What does this mean?  Designates inclusion of other authorized service to the cooperative’s facilities and deletes the term “metering” to include all equipment.

Section 3.07    Nomination and Election of Trustees.

1. Nomination at District Meetings.

(i) No person shall be eligible to be nominated as a Trustee candidate if that person is not a Member in good standing or has had a delinquency on a bill due the Cooperative during the last twelve (12) months of service preceding the date of the district meeting in which the nomination is proposed.

Voting shall be by ballot. Each registered Member may vote for one (1) candidate. The three (3) candidates receiving the highest number of votes shall be declared the official candidates of the district, provided however, that in order to be an official candidate of the district, a candidate must receive at least 10 votes and at least twenty percent (20%) of the total votes cast by registered Members for the district. If a candidate does not receive at least 10 votes and at least twenty percent (20%) of the total votes cast at the district meeting, he or she will not be included as one of the district’s official candidates on the ballot at the Annual Meeting. The minutes of such district meeting shall set forth, among other matters, the total number of registered Members, the name of each person nominated at the meeting and the number of votes received by each and shall specify the three (3) candidates of the district. A copy of the minutes shall be kept on file at the Cooperative office.

What does this mean? An additional requirement has been added to the qualification for nominees to the Board of Trustees at District Meeting. Voting requirements have been changed to add a minimum number of votes needed to be elected at the District Meeting.

Section 3.08 Annual Meeting Order of Business and Conduct

 The President, or such other person as the Board shall designate, shall preside at the meeting. The presiding officer shall have the right and authority to prescribe such rules, regulations, and procedures, as in the judgement of the presiding officer, are necessary, appropriate, and convenient for the proper conduct of the meeting, including establishing an agenda or order of business for the meeting.

1. Declaration of the existence of a quorum
2. Reading of the notice of the meeting and proof of the due publication or mailing thereof, or the waiver or waivers of notice of the meeting as the case may be, or by vote of the Members to suspend the reading thereof.
3. Reading of unapproved minutes of previous meetings of the Members and the taking of necessary action thereof, or by vote of the Members to suspend the reading thereof.
4. Presentation and consideration of reports of officers, Trustees and Committees.
5. Unfinished business.
6. New business.
7. Report on Trustee election.
8. Adjournment

What does this mean?  Drive-through registration and a virtual annual meeting have eliminated the need for a specific order for the business meeting.

 Section 4.02   Qualifications and Tenure.

No person shall be eligible to become or remain a Trustee or to hold any position of trust in the Cooperative who:

2. is in any way employed by or holds a financial interest in a competing energy enterprise, a business selling electric power to the Cooperative, or a business that is primarily engaged in the sale of electrical appliances, fixtures, or supplies to Members of the Cooperative; or a business which engages in broadband services, or an electric utility contractor; or

f.         has a Close relative or Family Members who is a regular employee of the Cooperative or a subsidiary of the Cooperative; or

What does this mean? Clarifies what qualifies as a competing energy enterprise and adds cooperative subsidiary employment as a disqualifier.