Title
Draft Resolution - Board Committee Guidelines - D Ballard
Other Info
Submitted By: Sylvia Romero
Department: General Counsel
Financial Impact and Cost/Benefit Considerations:
Discussion
Pursuant to the Board’s Policy on Policies, the Board routinely reviews all Board policies as part of its policy management. Under the Board’s approved review schedule, the Board may now consider review of Board Committee Guidelines. The purpose of this policy is so the Board of Directors (“Board”) of Pedernales Electric Cooperative, Inc. (the “Cooperative”) may establish or abolish Standing Committees or Special Policy Committees of the Board (collectively “Committees”). A Committee is composed of a portion of members of the Board of Directors or a gathering of members of the Board of Directors that is formally designated and established by the Board as a Committee of the Board of Directors. Any Standing Committee or Special Policy Committee will be an “executive committee” within the meaning of the Texas Utilities Code §161.077 and Article IV, Section 6 of the Cooperative’s Bylaws. Standing Committees and Special Policy Committees are advisory only and are not authorized to bind the Cooperative in any way except as may be expressly authorized by the Board resolution establishing the Committee.
Body
BE IT RESOLVED BY THE BOARD OF DIRECTORS that pursuant to its regular review of Board policies, the Board has reviewed and adopts the Board Committee Guidelines, with such changes, if any, as were approved by the Board; and
BE IT FURTHER RESOLVED that the Chief Executive Officer, or designees, are hereby authorized to take all such action as may be necessary to implement this resolution.