|
COMMENT:
This proposition has its basis in economy and efficiency. A cooperative
of 38 employees and a membership of about 10,000 does not need a board
of more than five. Co-ops nationwide are moving to smaller boards, reducing
their costs and increasing their efficiency. Reduction of the board could
be handled by a number of methods, one of the most obvious being attrition
which would do away with any threat of lawsuits by present trustees. Other
methods, such as recall, can also be considered after this proposition
is approved by the members.
2. The Service
Area comprising the Socorro Electric Cooperative, Inc. shall be divided
into five Representative Voting Districts of as equal member populations
as possible and the members of each shall elect one trustee.
COMMENT:
The present Districts are so imbalance as to be illegal under the Democratic
Rule that governs cooperatives. Some trustees represent about 650 members
while others represent almost 1600. This inequality violates the Equal
Voting Rights concept - a situation which goes against every principle
of this country and cooperatives owned by their members. A company that
does redistricting can adjust the five districts by number of members.
Mr. Michael Sharp of Research and Polling, Inc. presented a brief survey
of the process for such a redistricting plan for SEC to the Board of Trustees
on September 8, 2008.
3. No member
of the Board of Trustees of the Socorro Electric Cooperative, Inc. shall
serve more than two consecutive terms.
4. One regular
meeting of the Board of Trustees shall be held monthly at the time and
place as the Board shall schedule by resolution. This meeting shall be
open to member/owners and representatives of the press with timely notice
of the meeting advertised in monthly bill mailings and local newspapers.
A section of the meeting agenda shall be reserved for member participation
during which member/owners may address the Board without prior approval
of the board.
COMMENT:
This proposition is necessary to clearly place in the by-laws of the co-op
the right of members/owners to oversee the actions of their agents, i.e.
the trustees. The right of members to know when the meetings are held is
necessary to their right of attendance and the right of member participation
should not be restricted by onerous requirements.
5. The Socorro
Electric Board of Trustees and Management shall guarantee transparency
of Actions with open access to SEC Books, Records, Audits, and membership
lists to members, for a Proper, non commercial purpose with the exception
of those Records which would violate the Privacy Act or other laws.
COMMENT:
This proposition is in accordance with the New Mexico Supreme Court ruling
of 1992 In the case of "Schein v. Northern Rio Arriba Electric Cooperation."
As cited in the 1998 "New Mexico Law Review" 28 NMLR 133, I.
INTRODUCTION states, "…the New Mexico Supreme Court held that
a rural electric cooperative member could inspect cooperative books and
records when she desired to inform herself and others of the record's contents
through publication of her findings. The court allowed inspection because
the member stated a "proper purpose." A COPY OF THIS CASE REVIEW
(CLICK)
6. The
Socorro Electric Cooperative of Trustees and Management will account for
and notify Members of their Patronage Capital (Capital Credits) annually
( as required by existing bylaws but disregarded until 7/2009).
7. The Socorro
Electric Cooperative, Inc. Board shall make adequate arrangements for and
Assure Fair Elections which include voting by mail and election administration
by a third party Accounting firm.
COMMENT:
While state law presently prohibits voting by mail in cooperatives' district
election, it does not address voting at Special and Annual Meetings of
the members. A SEC by-law change would allow voting by mail at Special
and Annual Meetings and a change of the state law would extend that privilege
to district elections. Other co-ops and interested individuals in Santa
Fe are looking into such a change. An impartial election administration
without commitment to any faction is necessary to insure confidence.
DISTRICT
5 - PROPOSITION PUT FORWARD BY TRUSTEE JACK BRUTON
8. The SEC
Board of Trustees is restricted from making contributions to adult or civic
Organizations. Contributions may only be made to student scholarships.
DISTRICT
3 - PROPOSITIONS PUT FORWARD BY DISTRICT 3 MEMBERS
9. All expenses
incurred by the Socorro Electric Cooperative for or on behalf of a Trustee
shall not exceed $10,000 (ten thousand dollars) per year, with the exception
of the President of the Board of Trustees for which the limit shall be
$15,000 (fifteen thousand dollars) per year. This sum includes but is not
limited to : per diem payments, insurance, travel, conference fees, meals-regardless
of whether those payments are made based on a schedule of payments or as
reimbursement of actual expenses, and regardless of whether those payments
are made directly to a trustee or on behalf of the trustee to accomplish
business for the SEC.
10. Except
when the Board of Trustees meets in executive session, all meetings shall
be open to all members and all members must be permitted to attend any
meeting. Time shall be available for any member to address the Board at
any of its meetings. The Board may remove persons disrupting a meeting.
11. The Board
of Trustees shall follow the New Mexico Open Meeting Act and the Inspection
of Public Records Act.
COMMENT:
District 3's Propositions #10 and #11 have the same intent and purpose
as District 5's Propositions #3 and #4. The members, as owners of the cooperative,
want to attend Board meetings to inform themselves and others of the actions
of the Trustees in regard to their property, the cooperative. In the case
of Preposition #10, the New Mexico Open Meeting Act and the Inspection
of Public Records Act refer solely to public bodies. However, the elements
contained within these Acts are readily adaptable to the cooperative. Following
the OMA in regard to executive or closed session would make the SEC's board
actions in regard to their executive sessions more lucid and accountable.
The Inspection of Public Records Act and Proposition #4 have as their intent
and purpose transparency of action and in the case of Proposition #4 draw
their authority from the New Mexico Supreme Court ruling in SCHEIN V. NORTHERN
RIO ARRIBA ELECTRIC COOPERATIVE, INC. Under Section VI IMPLICATIONS "Among
Managers, the Schein decision should promote accountability. A wide range
of Business forms should now be on notice that their shareholders or members
are Afforded a general presumption of propriety when seeking access to
corporate books, Records, and probably shareholder lists. New Mexico cooperative
members will Better appreciate their highly respected ownership rights."
Return
to Top
|
