Members pass Bylaw amendments at Annual Meeting
At this year’s Annual Meeting, members were given the opportunity to vote on two proposed changes to Article IV of the Cooperative’s Bylaws, which passed with more than 90 percent of members voting in favor of the changes.
Article IV of the Bylaws sets guidelines concerning the Co-op’s Directors. The changes are as follows:
“Section 4. Nomination:
Any three (3) members living within a district and acting together, may make a nomination in writing not less than 15 days nor more than 90 days prior to the meeting and the secretary shall post such nominations at the principal office of the Cooperative in both Union and Claiborne Parishes.”
This change dealt with the way members are elected to the Board of Directors. The Co-op’s service area is divided into nine districts, with one director representing each district. Directors serve three-year terms, and each December, district meetings are held in three districts to elect a director for that district. In the past, the Board of Directors were required to appoint a Nominating Committee every year to nominate a person from that district to serve or continue serving on the Board. If someone other than the Nominating Committee’s suggestion wanted to run, that person would need three members of the district to nominate him or her by petition and place the second name on the ballot for the district meeting.
The change eliminates the Nominating Committee. The Board of Directors felt that this change would level the playing field for anyone who wants to be considered for service on the Co-op’s Board of Directors. Anyone who wants to be placed on the ballot at a district meeting now needs to be nominated by three members in the district, and the nomination needs to be submitted in writing to the Co-op
The second changes affected Article IV, Section 7, which now reads as follows:
“Except as noted below, no change shall be made in this Article IV of the by-laws unless made at a regular or special membership meeting and approved by two-thirds (2/3rds) of those members of the cooperative who are present and voting in person at such meeting. However, changes to Voting District boundaries may, from time to time, be made by the Board of Directors based upon the needs of the Cooperative. Such changes shall require the unanimous consent of the full Board.”
The second proposed change would give the Board of Directors authority to make necessary changes to the Co-op’s district boundaries and descriptions. District descriptions are found in Article IV, Section 3 of the Co-op’s Bylaws. Over time, populations shift, the names of roads and other landmarks change, and corporate limits are moved. From time to time, it may be necessary to change district boundaries to even out population among districts.
This change allows the Board of Directors to make needed changes instead of bringing every single change before the membership. The change was implemented with the protection that any change to district boundaries would require unanimous Board approval. If even one director disagrees with a change, that change would not happen.