Title
Draft Resolution - Approval for Directing the General Counsel to Prepare 2025 Proposed Non-Director Election Ballot Matter(s) - M Butler
Other Info
Submitted By: Michael Butler
Department: Senior Counsel
Financial Impact and Cost/Benefit Considerations: Expenditure of Cooperative funds estimated in the amount of $0 currently included in the Cooperative's 2025 operating budget; expenditures of staff time estimated in amount of 0 hours (other than ordinary processing requirements).
Discussion
The Election Policy ("Election Policy") and accompanying Election Procedures ("Election Procedures") of Pedernales Electric Cooperative, Inc. ("PEC") are intended to ensure that PEC Elections are conducted in a fashion that maximizes and exemplifies "Democratic Member Control."
Section 2 of the Election Policy provides:
"The Board recognizes that consistent, credible PEC Elections are essential to maintaining Member confidence in PEC, and the key vehicle by which Members hold Directors accountable and influence the direction of the Cooperative, both through election of Directors . . . and elections on issues of importance to the Cooperative ("Non-Director Election")."
Section 6.1 of the Election Procedures provides:
"The Board may, from time-to-time, submit matters under consideration by the Board to a vote of the Members. The vote in any such Non-Director Election shall be advisory only, except in such cases where a vote of Members is required by law or the PEC Bylaws, such as a vote to amend the PEC Articles of Incorporation. No later than the Regular Board Meeting 5 months prior to an election, the Board will direct the General Counsel to prepare proposed Ballot wording for any items to be put to a vote in a Non-Director Election. Any such matters will be presented by the General Counsel in a way to enhance Member understanding of such measures, including any Board recommendation or position concerning such a vote."
The Board may now wish to consider whether a...
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