Election 2023 – Board of Trustees

You could represent your district!

Election Cycle

• Election 2023 – Districts 3 and 6
• Election 2024 – Districts 1, 4, and 5
• Election 2025 – Districts 2 and 7

The Process

The next annual meeting of members is scheduled for Saturday, June 3, 2023. One of the basic and most important principles of the cooperative business structure is Democratic Member Control. Members have the ability to actively participate in setting policies and making strategic decisions for their cooperative by electing representatives to the board of trustees. The board encourages your involvement in this democratic process by voting and attending the annual meeting to hear about energy issues and the status of your cooperative.

Nominating Committee

Although the annual meeting is a long way off, the process to select candidates for election will begin shortly. The board is required by the code of regulations to appoint members to serve on the nominating committee not less than 80 days nor more than 150 days before the date of the annual meeting. The nominating committee will have between 5 and 11 members who are chosen to equitably represent the geographical districts of the cooperative. Board procedure is to appoint 2 members from each district up for election and one member from all other districts. No member of the nominating committee can be an employee, trustee, or family member of an employee or trustee by blood or marriage. Committee members also cannot have served on the committee in the last 4 years.

If you are interested in running for the board, look for the online form on the website at ure.com/about-us/boardof- trustees-elections or the postcard that will be mailed the week of January 2 to members in districts 3 and 6. The deadline to return the completed card is January 20. Interested members will be considered by the nominating committee when it meets February 16. The nominating committee will review applications from interested members to evaluate qualifications, eligibility, and willingness to serve. The nominating committee has the responsibility to provide a slate of qualified nominees to the secretary no less than 70 days prior to the annual meeting.

In addition to being nominated by committee, any member may nominate other qualified candidates for the board of trustees by submitting a written petition signed by at least 25 members. The petition must be filed with the secretary of the cooperative not less than 70 days prior to the annual meeting and made upon forms provided by the cooperative. Any member being nominated by petition must also meet the qualifications required by the code of regulations and board policy.

Election Timeline

December 2022

• OCL article on qualifications needed to run for the board

January 2023

• January 2: Mail member interest cards to the districts
• January 4: 150 days from annual meeting; earliest the board can appoint the nominating committee
• January 20: Member interest cards due; validated for membership; mail member application packet
• January 31: Regular January board meeting; appoint nominating committee

February 2023

• February 8: Member candidate application due by 4 p.m.
• February 9: Notice/packet mailed to nominating committee
• February 16: Nominating committee meeting (third Thursday in February)
• February 28: Regular February board meeting

March 2023

• March 2: Second nominating committee meeting notice (if necessary)
• March 25: Last day nominations by committee or petition can be filed with the secretary (70 days prior to annual meeting)
• March 28: Regular March board meeting

April 2023

• April 25: Regular April board meeting

May 2023

• Official meeting notice in May OCL magazine
• May 14: Latest ballots can be mailed to members (20 days prior to annual meeting)
• May 23: Regular May board meeting

June 2023

• Final meeting notice in June OCL magazine
• June 1: Ballots due
• June 3: Annual meeting, 9 a.m. at URE office Election results announced/swearing in of trustees
• June 27: Reorganization June meeting to elect board officers

Board Policy Eligibility Requirements

Basic law provides that for a member to be eligible for election or appointment to and to serve on the cooperative’s board, he or she shall:

1. Be obedient to the cooperative by adhering to all applicable requirements of law, the cooperative’s Code of Regulations, and the cooperative’s duly made decisions;
2. Be loyal to the cooperative, acting at all times in good faith for its best interest;
3. Be unaffected by any continuing and substantial personal interest that is in conflict with the best interests of the cooperative;
4. Be possessed of the minimum knowledge and skills necessary to govern the affairs of the cooperative;
5. Be willing to devote such time and effort to their duties as a board member as may be necessary to manage the cooperative’s business and affairs.
6. Be proficient in the use of a personal computer necessary to receive and review electronic fi les, use the internet, and email.
7. Participate in a minimum of one line crew safety observation during each term.
8. Become a Certified Cooperative Trustee through the National Rural Electric Cooperative Association national training program within his/her first elected full (3-year) term as a trustee and continue to learn and grow through the leadership program and other training.

What Are the Trustee Eligibility & Qualification Requirements?

Code of Regulations:

No person shall be eligible to become or remain a member of the board who:

1. Is not a member and bona fide resident in the particular district within the service area of the cooperative which is to be represented; or
2. Is any way employed by or financially interested in a competing enterprise or a business selling electric power and/or energy or supplies to the cooperative, or a business primarily engaged in selling electrical or plumbing appliances, fixtures, or supplies to the members of the cooperative; or
3. Is, or has been, within 5 years of the date of the election or proposed appointment, an employee of Union Rural Electric Cooperative, Inc., or any of its subsidiaries.
4. Fails to attend four regular board meetings in one calendar year; or
5. Misses 3 consecutive regular board meetings unless excused by a majority vote; or
6. Is, or has been, convicted of a felony offense or criminal offense.

Election Reminder

“Postcards for districts 3 and 6 will be mailed the week of Jan. 2 to all URE members residing in those districts. Members interested in running for the board of trustees must return the postcard by January 20.”

— Anthony Smith URE CEO/president

What Does It Take to be a URE Trustee?

Trustee: an individual person or member of a board given control or powers of administration of property in trust with a legal obligation to administer it solely for the purposes specified.

URE trustees have many responsibilities and commitments. URE’s board members are trustees, not directors like in almost all other states.

Leaving aside legal technicalities, using the term “trustee” to describe those serving on electric cooperative boards has an English-language connotation of a person or group entrusted with a responsibility by  their members. They have been elected and given a very important responsibility. Trustees are to protect, preserve, and defend the assets of this entity called the local electric cooperative. In addition, they must do all they can to carry out the purposes and objectives of this entity.

Time Commitment: Meetings & Review of Material

A trustee is responsible for and must actively participate in the governance of the business and affairs of the cooperative. The board of trustees is quite active.

It is anticipated that you will spend a minimum of 22 to 24 days, on an annual basis, attending meetings of the board of trustees and general membership, as well as those of affiliated organizations, and training and education seminars. A survey by the NRECA found that on a monthly basis, board members typically spend almost 5 hours per month at their regular board meeting and 20 hours more at other meetings, activities, training, reading, etc. Compensation includes $825 to $950 per diem for the monthly board meeting and $300 per diem for all other required meetings and training.

Understanding Board Governance

Because of financial scandals at corporations like Enron and Tyco, the Sarbanes-Oxley Act was passed to increase accountability of corporate executives, improve corporate governance and internal control systems, and enhance financial disclosures and board and auditor independence. Ethics and morality have a renewed focus in the corporate structure. While the law applies to corporations governed by the Securities and Exchange Commission, there has been a cascade effect to nonprofits as well. Boards have more responsibility and accountability today than before the Sarbanes-Oxley Act of 2002 was passed. Beefed-up guidance and training related to corporate governance is a must.

Board Purpose

What is the purpose of a board of trustees? Author John Carver has written many books and articles on board governance. He says, “The purpose of the board of trustees is to translate owners’ wishes into organizational performance, and that’s the value it brings.”

Some typical wishes of URE members:

• Safe operation of power plant and equipment
• Reliable electric service (continuity)
• Quality power (clean, consistent current)
• Impeccable integrity and trustworthiness
• Operational efficiency and effectiveness
• Friendly and convenient business transactions
• Prompt, courteous response to requests
• Fair and competitive rates
• Information and education (where appropriate)
• Local (easy access when needed)
• Environmental stewardship

We thank those qualified members who are considering running for the board and encourage them to complete the interest cards by January 20.