Title
Draft Resolution - Approval of Rebalance and Equitable Consideration of Director District Boundaries - A Stover
Other Info
Submitted By: Andrea Stover
Department: General Counsel
Financial Impact and Cost/Benefit Considerations: N/A
Discussion
Pedernales Electric Cooperative Inc.’s (the Cooperative or PEC) Bylaws Article III, Section 1, requires seven (7) Director Districts which “equitably represent the Members.” PEC’s Board may revise Director Districts boundaries based upon “Memberships, Cooperative growth or other equitable considerations determined by the Board of Directors.”
In 2022, the Board adopted revisions to the boundaries of the Director Districts. The Board has reviewed the boundaries and realigned them based on the number of Members in each District, projected growth of the Cooperative, and other equitable considerations.
BYLAWS
ARTICLE III - Directors
Section 1. General Powers and Director Districts
. . .
Director Districts. Based upon Memberships, Cooperative growth or other equitable considerations determined by the Board of Directors, the Board of Directors shall divide the general area in which the Cooperative provides Electric Service (the "Service Area") into seven (7) districts that equitably represent the Members (the "Director Districts"). As necessary, based upon equitable considerations determined by the Board of Directors, the Board of Directors may revise the Director District boundaries.
Body
NOW, THEREFORE, BE IT RESOLVED BY THE BOARD OF DIRECTORS OF THE COOPERATIVE that Director District boundary revisions as presented this day are consistent with the law and criteria established under PEC bylaws and are therefore approved, to be effective for Director elections beginning in 2026; and
BE IT FURTHER RESOLVED that the General Counsel, or designee, is authorized to take any actions necessary to implement this resolution.