A Message from the General Manager
Since the beginning of the year, I have spent time talking face-to-face and through our newsletter with members from across the Co-op’s service territory about two changes to Claiborne Electric’s Bylaws. Those changes were presented for a vote at the 2017 Annual Meeting, and I would like to thank our members for passing both changes. Our member voted in favor of each change by more than 90 percent, and I appreciate our members for getting out to vote.
First, we were able to change Article IV, Section 4 to read 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.”
Additionally, we were able to amend Article IV, Section 7 to now read 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 first recommendation 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 previous process, the Board of Directors appointed 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 by petition and place him on the ballot for the district meeting.
The change eliminated the Nominating Committee. This amendment levels 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 proposed change would gave 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.
I believe delegating that authority to the Board of Directors instead of bringing every single change before the membership as a Bylaw amendment is a wise use of Board authority. This amendemt was passed with the protection that any change to district boundaries would require unanimous Board approval. If even one director disagrees with a change, that change will not happen.
I encouraged our members to vote yes for these proposed changes, and as usual, the membership rose to the occasion to make decisions in the best interest of the Co-op. Thank you!
As always, if you have questions for me, please e-mail me at Mark@our.coop. I can also be reached in the Homer office at 318.927.3504, or in the Farmerville office at 318.368.3011. Again, thank you for your membership. We appreciate you.
Mark A. Brown
General Manager & CEO
Claiborne Electric Cooperative