New bylaws enact open board meetings, director term limits, mail-in and advance balloting

The seventy-fourth annual meeting of the members of Cobb Electric Membership Corporation enacted an entirely new set of bylaws, proposed by the board of directors, to govern the cooperative. During the meeting, held Saturday, September 15 at Piedmont Church in Marietta, Ga., an overwhelming majority of members voted to pass these proposed changes, which were designed to require more accountability.

“We, the board, heavily debated each of the proposed changes and worked hard to come to a consensus on what would most benefit members,” said Rudy Underwood, chair of the Governance Committee of Cobb EMC’s board of directors. “We were pleased to see support from members who recognized that these new bylaws may not be perfect, but they’re the step in the right direction we need as a co-op.”

Underwood presented proposed bylaw changes to the 268 members in attendance, who registered to vote prior to the start of the 10 a.m. business meeting. A quorum of members voted not to read aloud the 20-page proposed bylaws document. It was posted to Cobb EMC’s corporate website and mailed to members weeks prior to the annual meeting and included in attendees’ registration packets at the meeting.

After much debate, voting members also rejected three proposed amendments to the bylaws, which were made by Fletcher Thompson and Paul Chellis. These included attaching a “Members’ Bill of Rights,” adding a proxy provision and altering term limits.

Thompson’s “Members’ Bill of Rights,” or preamble, to the current bylaws of Cobb EMC, was voted down, though many of Thompson’s concerns were addressed in the new bylaws, voted in by members on Saturday. Cobb EMC board members agreed that they would consider whether a bill of rights would be needed, once the impact of new bylaws is assessed.

Chellis’ proposals included adding an alternate proxy provision to the proposed new bylaws for any members unable to attend future meetings of the members.

“The new bylaws’ provisions for mail-in or other means of advance balloting help us make voting secure and easily-accessible for all members,” said Ed Crowell, chairman of the Cobb EMC board of directors. “It ensures we stick to a fair, ‘one member, one vote’ system.”

The last amendment, also proposed by Chellis, suggested changing the new bylaws’ director term limits from four, consecutive three-year terms, with no future eligibility, to three, consecutive three-year terms, with eligibility to run again after sitting out three years.

Prior to the meeting, members enjoyed giveaways and information on energy efficiency, safety and education programs. After the business meeting, the Cobb EMC Women’s Task Force raffled a handmade quilt, and attending members won door prizes including restaurant gift cards, iPod Touches, iPads and a grand prize of a $500 electric bill credit. The volunteer Task Force also sold lunches prepared by the Varsity to help fund Washington Youth Tour scholarships for local students.

“We truly appreciate members taking four or five hours out of their beautiful Saturday to give us their feedback,” said Chip Nelson, president and CEO of Cobb EMC. “No monumental change can happen overnight, but we’re initiating major changes for our members. We’re working hard, we’re working fast, and most importantly, we’re not done.”

To review the new Cobb EMC bylaws visit www.cobbemc.com/bylaws.