By Kim Isaza
Marietta Daily Journal News Editor
MARIETTA - One day after the explosive Cobb EMC members meeting, some wondered how much of an impact the members would have on the co-operative's directors.
Hundreds of boisterous member-owners demanded accountability from the directors at the meeting. Multiple motions carried easily. Among them: that the entire board resign immediately; that the directors eliminate any conflicts of interest with the for-profit Cobb Energy; that financial data for EMC be separated from other entities such as Gas South; and that the salaries and perks received by the directors be included in the annual meeting. Lawyers for the board insisted the motions were "not binding" on directors, but would be considered.
"There's no doubt in my mind they're going to ignore" the motions, Deborah Allen said Friday. At Thursday's three-hour meeting, she told the directors plainly: "I don't trust you all anymore."
"I resent the implication that we were all there at the behest of the plaintiffs," she said from her northeast Cobb home Friday afternoon. "I don't know those lawsuit people. I'm just so tired of having institutions I believe in turn into something they aren't supposed to be."
She said she watched from the front row Thursday as the board of directors "walked into a buzzsaw. They were caught flat-footed. The minute it started, it was like 'oh my God.' Their cellphones were coming out, they were whispering behind papers.
"They thought it was going to be business as usual. They were up there watching calmly as if 'let's let the kids have their temper tantrum and then we'll get on with things,'" she said.
She pointed out that when CEO Dwight Brown spoke at the end of the meeting, he did not acknowledge the complaints.
"He didn't want to throw gasoline on the fire, bless his heart," Allen said.
Dorsey Dodgen, who lives in northeast Cobb and whose family has belonged to the co-op "from the beginning" in 1938, attended his first members meeting Thursday. He said he is not well-informed on the relationship between EMC and Energy, "but it sounded like kind of a weird arrangement."
As for one person leading a nonprofit and a for-profit at the same time, as Dwight Brown does with EMC and Energy: "That's like a union chief being CEO of the corporation," Dodgen said.
A group of EMC members filed suit against Brown, the companies and their directors last fall, arguing clear conflicts of interest in the operations of Energy and EMC. Negotiations are pending in the case, which could go to trial in Cobb Superior Court next month.
Dodgen said a friend of the plaintiffs' asked him to attend Thursday's meeting, and he was "glad he did."
Brown and the EMC directors do have the support of other members, among them Jack Eaton of east Cobb. Eaton is retired from a career in sales management.
"It never ceases to amaze me how many experts there are who think they know how to manage a company," he wrote Friday morning in an e-mail to the Journal.
"I can't even imagine what would happen if all the top management and directors resigned from Cobb EMC within 30 days. The great service, and the low prices we are paying for power, would disappear very quickly I'm sure. ...
"There was great applause every time the subject of the great service we receive from the outstanding staff at Cobb EMC. Who do they think hires these great service people, and encourages them to produce the greatest service ever? It all starts with people like Dwight Brown!" Eaton wrote.
In comments to the story posted on the Journal's Web site, a writer identified as Danny Fortney says: "This forum was a lynch mob and had no place at this meeting for the specific reason that this matter is in the courts to be decided. The plaintiffs wanted trial and verdict here yesterday and have impugned some very respectable and honest people as well as this well run organization. ... Working up a crowd and crying foul without any evidence is representative of what happened here yesterday."
Lester Tate, an attorney representing six of EMC's directors in the lawsuit, said his clients were likely uncomfortable at the meeting, as anyone would be when criticized.
"But they are confident they've done their job and done it well," Tate said.
"I think that they will listen to what members had to say and what their impressions were, just like they would listen to anybody that called them on the phone or wrote a letter," he said.
His clients "feel strongly that they're there to serve members of EMC. They will certainly take into account that a good part of what went on yesterday was whipped up by plaintiffs and lawyers and may not be representative of the other 190,000 members of EMC," Tate said.
"The directors take very seriously what their duties are. They're going to make decisions based on the facts and not based on a small group in a lawsuit trying to intimidate them," Tate said.
Fletcher Thompson, a former member of Congress and an EMC member since 1981, said he thought the meeting went "very, very well." On Thursday, he was the first to criticize the directors, who he said have "simply taken a position of public trust and turned it into private profit."
"I consider myself fairly astute. As I see it, if Energy is such a wonderful opportunity for EMC, it would be better for EMC to retain 100 percent ownership of Energy," he said.
"I feel there is a definite effort to thwart the will of the membership by the trustees and officers of EMC and Energy," Thompson said.
kisaza@mdjonline.com
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Posted Comments
It's time for a Boston Tea Party at the Cobb EMC.
"I can't even imagine what would happen if all the top management and directors resigned from Cobb EMC within 30 days. The great service, and the low prices we are paying for power, would disappear very quickly I'm sure. ..." ++++++++++++++++++++++++++++++++++++++++++ Yeah, and the sun would no longer rise in the East, Locust's will eat all of our crops, and the 4 horsemen would rise from the fiery bowls of the earth and trample our bones and blood into the earth.
Yes, Mr. Eaton, current rates may be low and service great, but just how long do you think Cobb EMC can continue to subsidize Cobb Energy and its other affiliates which are failures in every sense of the word and have lost millions over the last 11 years? If you bother to look into the facts of this (beyond the nose on your face or, in this case, the bill in front of your face), you would see that sooner or later Cobb EMC will bear the brunt of this disaster.
Should the Board members and Dwight resign, the EMC would not miss a tap. The EMC has excellent employees and some very good executives,they are not the issue. The issue is much the same as was with Enron, the CEO has violated public trust. With Enron it wasn't a service issue and the employees were not any part of the problem. It was just a few at the very top of the company and Board members who were duped. Some of those Board members resigned as they knew they had failed in their duties and had failed the stockholders. I hope our Board members have as much self respect. So for the employees of the EMC and Cobb Energy, hold your heads high, you are not the problem. You have been deceived every bit as much as the EMC members.
If CEMC really believes that the members who did not attend the meeting support the board and CEO, then they should immediately institute the voting directions of Judge Schuster. This will allow all 190,000+ members to express their opinions on board candidates and actions instead of letting CEMC's 500+ employees endorse management's selection of the directors as has been the case in the past. When I read comments saying that the members elected this board, I wonder what the writers are smoking! Past board elections were decided by paid CEMC employees not the non-employee membership. Open the election to all by letting all participate by mail or on-line!
I only recall one of the plantiffs speaking at the annual meeting. That was Butch Thompson. I didn't hear him whipping up the crowd. In fact I remember him getting booed away from the microphone. Lester Tate needs to get his facts straight.
Loved Deborah Allen's comments at the meeting and in MDJ article. You nailed the way we feel. Congressman Fletcher Thompson was brilliant, and kept his cool when talked down to. It was literally a Nazi style podium; only no one saluted "HI DWIGHT". I pray that whoever has the final power will do the right thing, and get rid of this dictator and his croonies. By the way Danny Fortney: Are you related to related to Al Fortney of EMC fame?
Answers to two questions simple and straight forward : 1- Who, on the EMC Board of Directors, is/was on the compensation committee that set the salary and benefits for CEO Brown and the EMC Board Members ? 2- Who are all of the stockholders from day 1 of Cobb Energy and the salaries and benefits for the officers and Board Members ? The answers will clearly define the conflicts and abuses of the fiduciary responsibilities for a monopoly electrical co-op.
The MDJ might do a better job checking out the background of the people it quotes in the paper. You might want to check Danny Fortney's relationship with the Board. You will find that he is not just a concerned member. He has an interest he is trying to serve and it is not the members.
Why would the MDJ quote EMC Board Member Al Fortney's son? Of course Danny Fortney thinks that the crowd was picking on his daddy.
I'm curious why a small group of people own Energy when all the assests came from the EMC and the EMC members don't own a share. Also having the same board of directors for both appears to be a conflict of interest.
"I can't even imagine what would happen if all the top management and directors resigned from Cobb EMC within 30 days. The great service, and the low prices we are paying for power, would disappear very quickly I'm sure. ... **************************************** If the top management and directors resigned immediately, the first and largest impact you would see in the first 30 days would be the EMC payroll drop by about $1 Million dollars a month and hopefully the price would drop about $10-20 a month off each Cobb EMC members bill.
I guess we all know now that Ken Lay lives on in Dwight Brown.