Cobb EMC takes big steps toward transparency, participation
by Don McKee
September 19, 2012 12:53 AM | 1983 views | 5 5 comments | 8 8 recommendations | email to a friend | print
Don McKee
Don McKee
obb EMC members in their first annual meeting since electing reform directors took big steps toward the kind of transparency and member participation needed to keep the cooperative on the right track.

There wasn’t a huge turnout of members with only 268 showing up for the meeting Saturday, but that just confirmed the reform war had been fought and won – thanks to the determination of Bo Pounds, Butch Thompson, Dianne Brackin, Tripper Sharp and Skip Smith. They were the plaintiffs in the 2007 lawsuit that started the reform with the indictment of former CEO Dwight Brown on charges of theft, racketeering, fraud and conspiracy to defraud government entities, ultimately followed by the exit of Brown’s board of directors and the election of the new slate.

The members approved a new set of open meetings and open records bylaws for the new era of the EMC. There’s a new provision for voting by mail-in ballot or electronic balloting in the future, a good move enabling members to take part in their co-op.

Another major change opens up board of directors meetings to members and allows members to speak at board meetings. The new bylaw, Section 4.07, requires a written notice to the board three business days before the meeting, specifying the issue or issues to be addressed. The bylaw states: “The board may adopt reasonable policies to maintain order and govern such meetings.” Does this amount to veto power over members’ right to speak at meetings? If that happens, there’ll be some new directors elected next time around.

The board also is granted the right to hold executive (closed) meetings at its discretion “when appropriate, including, but not limited to” matters requiring legal counsel, real estate, contracts and other business negotiations, personnel, competitive and confidential discussions, security of co-op assets or confidential or privileged information. It’s not at all clear why the bylaw does not limit executive sessions to the matters enumerated. That needs attention in the future.

Another change: Minutes of directors meetings must be approved not later than 10 business days after a board meeting and the draft minutes “shall be made available to Members immediately upon request.”

The new bylaws limit directors to four, three-year terms, a total of 12 years. The members voted down an amendment that would have set the limit at three terms with a director eligible to run again after sitting out one term. The good news is there’s a limit – and remember, folks, directors have to stand for election every three years on a staggered term basis.

Good work, directors. But without a doubt, you should plan to adopt a Members’ Bill of Rights along the line of the proposed amendment by former Congressman Fletcher Thompson. One of the key provisions would prohibit the EMC from paying attorney fees for any officer, director or employee indicted for a felony involving theft, conversion or embezzlement of co-op funds or property.

New bylaws notwithstanding, a Members’ Bill of Rights is needed.
Comments-icon Post a Comment
Roger Daltry
September 28, 2012
Meet the new boss, same as the old boss.
in person
September 21, 2012
to PAT H

Agree about Board members, especially your boy Tripper. Why did he vote against F. Thompson's Bill of Rights????? My, how we change.

This block vote theory will be a mute issue once the voting is handled by mail. This will prove a certain group wrong who believe employees control the vote outcome. All the blue shirts were former candidates ( Clements, Chadwick). Does this mean they are part of the block vote with Cobb EMC?? Don't think so
September 19, 2012
It was the same old 76 at the annual meeting. The meeting was advertised so very poorly that we had few members attending. As usual the executive committee, headed by CEO Chip Nelson--and let's not forget Sam Kelly, had the member employees there to block vote again, which they did. The employees and the executive committee always sit on one side of the auditoriom and you know exactly by the sea of hands what/whom they've been told to vote for.

How many members reading this even got a copy of the by-laws and an announcement of the meeting?? I haven't spoken to a single member that knew it was occuring. Not only that, but the by-laws were printed in about a 6 pt. type. Not even an 18 year old with great eyes could read it without a magnifying glass.

I still smell the old Dwight Brown odor of collusion between the executive staff and some board members.

When, for goodness sakes, are we going to get rid of the rest of Dwight's old staff? How about it board members? Has the CEO search started yet?

I Say
September 19, 2012
I got all the info about the meeting, including a copy of the by laws. I wanted to attend, but because of committments made before I knew about the meeting I could not attend. I'll be glad when we can vote by mail. I will certainly participate then.
Pat H
September 19, 2012
The only valid by-law change is ballots by mail, which will finally dilute the power of the employees who have a vested interest for their own personal gain.

When a meeting calls for in-person voting, employees who are also members should be given a different color paddle. The block voting will then be apparent.

Not all the new board members appear to represent only the members. Changing the order of the meeting to make Rep. Thompson's Bill of Rights irrelevant was evil.
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