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 2015 INVESTIGATION REPORT

POST PRESENTATION COMMENTARY AND DOCUMENTS
CRITIQUE OF PROPOSED CHANGES

Special investigation webpage

Poison Pill by-laws - list of problem by-laws April 6, 2015

Critique of New By-law and Policies (2/4/15)

New By-law proposal as of Jan.2015   
These have been revised - see below

March 19 - Apparently there has been a change in the proposed by-laws. What changed and their impact is being investigated. These are the new changes:
March 19, 2015 - "Red-line" changes to the new by-laws  

File with the "red line" only pages containing changes to the original by-law proposal (22 pages)

SEC videos of the board meeting are here.



MORE COMMENTS ON PROPOSALS

February 22 - Commentary for downloading  
Related Documents:
Section 4.02 cont. at Section 4.03.pdf 
Section 4.03 Notice of Member Meetings.pdf 
Section 4.05 Member Meeting List.pdf  
Section 10.01 Bylaw amendments.pdf  

Attorney costs:
2014 - $32,668.82 (Includes $30K retainer)
2015: Jan - $45,587.50

February 21 - Comments on proposals  

February 19 - February Billing Insert

February 13 - Prediction:

Remember this, By-laws are NOT the same as Board Policies. By-laws require member approval. Board Policies only require trustee approval by majority vote.

Board Policies are written to carry out the instructions imposed by the by-laws. Normally, an ethical board would base Board Policies on *member approved* By-Laws.

Here is what to watch for… Probably at the next board meeting, the usual suspects will, with a predictable 3 to 2 vote, approve the Christensen recommended Board Policies without considering member interests.

Did Christensen consider current by-laws, the district proposals already passed and the NM State Electric Co-op Act when he made his recommendations for Board Policies and By-laws?
Consider this: What happens if the board approves the policies and the membership rejects the Christensen recommended by-laws?
021315-Prediction  

022115-Comments on 2/18/15 board meeting  

February 19 -
Anne Dorough letter to the editor (scroll down the page)
February billing insert on Christensen report  

February 18 - Board Meeting

The new board proposals passed along party lines as expected. Videos will be up tomorrow (Thurs). Obvious there was a pre-meeting agenda to get them passed.

Consideration & Approval of New Board Policies.wmv Pt 1 of 4
Consideration & Approval of New Board Policies.wmv Pt 2 of 4
Consideration & Approval of New Board Policies.wmv Pt 3 of 4
Consideration & Approval of New Board Policies.wmv Pt 4 of 4

Rescinding the old by-laws.wmv
Public Comments.wmv
Special meeting to vote on proposed by-laws.wmv
Open Meetings Act annual resolution.wmv
Agenda Approval.wmv
RUS (Form 7) Report.wmv
NMRECA - Statewide Report.wmv
Tri-State Report.wmv


February 13 - Prediction: Prediction  


February 6 -
Critique of New By-law and Policies

February 5, 2015 -

Co-op hears recommended bylaw changes

Trustee Wagner letter to Chieftain (scroll down)

How Nebraska Took Its Energy out of Corporate Hands and Made It Affordable for Everyone

Feb. 4 Co-op hears recommended bylaw changes (Chieftain)
or
.pdf format

Feb. 4, 2015 - Comments on recommended new board policies  

February 3, 2015 - Comments- Alvin Hickox  

January 31, 2015 - First review of the proposed by-laws

January 28, 2015 Meeting Agenda  

You will hear Mr Christensen speak of IRS form 990 disclosure. Go to Guide Star website to review the SEC 990 documents.
PRE-REPORT COMMENTARY
Board of Trustees Regular Meeting will be at the NM Tech Macey Center over a 2 day period starting January 28th, 2015, 10:30 AM
Then on January 29th 2015, 9:00 AM
Agenda will be available 24 hrs. in advance.
January 22 comments  
The agreement between the co-op and the law firm  
January 28, 2015 Meeting Agenda  
January 15, 2015-update comments and questions on investigation meeting.pdf

A very small list of documents and videos sent to Mr Christensen

Document sent from Socorro City to Christensen law firm on issues with the SEC  (658 pages)   (Large 58MB file) Data included 6 videos from this website.

Oct 25, 2015 - questions-concerning-investigation-report-meeting.pdf
Nov 12, 2013 - Dist 3 Certification Vote.wmv
Nov 21, 2013 - Wiggins memo.wmv
Feb 26, 2014 - Trails End decision.wmv
Feb 26, 2014 - McGraw-Franchise.wmv
Feb 267, 2014 - McGraw-Amaro election.wmv
Jan 29, 2014 - Foard (of Trails End) commets.wmv

 

DOCUMENTS

Original, January 2015 - By-law change proposal   
Revised by-law proposals March 19, 2015  

New Districts proposed
New Socorro District (3)


By-Law Proposal Analysis   
Power Point of the presentation (45 pgs).  

POLICIES FOR THE INTERNAL GOVERNANCE OF THE BOARD
These were adopted by the board at the February 2015 board meeting
in a 3 to 2 vote.

Part 100 - Table of Contents - Policies for the Internal Board Governance   
Part 101 - Functions of the Board   
Part 102 - Board meetings   
Part 103 - Board minutes   
Part 104 - Committees of The Board of Trustees   
Part 105 - Finance Committee   
Part 106 - Ethics Committee   
Part 107 - Standing Committee   
Part 108 - Standards of Trustee Conduct   
Part 109 - Conflicts of Interest   
Part 110 - Conflicts of Interest In Relationships With Vendors   
Part 111 - Ethics & Conflicts of Interest in Outside Business, etc.   
Part 112 - Trustee Authority   
Part 113 - Delegation of Authority from the Board to the General Mgr.   
Part 114 - Board of Trustees General Manager Interrelationships   
Part 115 - Attendance at Regional National and Stateside Meetings   
Part 116 - Trustee Fees and Expenses   
Part 117 - Communication with Member-Owners   
Part 118 - Services of Consultants   
Part 119 - Functions and Compensation of Cooperative Attorney   
Part 120 - Wage and Salary Administration   
Part 121 - Securing Confidential Member and Employee Data   
Part 122 - Retention of Corporate Records   
Part 123 - Maintenance Periods for Personnel Records   
Part 124 - Document Hold Notices and Electronic Discovery   
Part 125 - Red Flag Program for Identity Theft and CRA Doc   
Part 126 - Whistleblower Protection   
Part 127 - Transparency in Procurement of Goods and Services   

EXHIBITS

Exhibit A - Trustee Per Diem Totals   
Exhibit B - Federated Insurance Warning   
Exhibit C - Estate Retirement Form   
Exhibit D - Charge Comparison Table   
Exhibit E - Bar Graph Comparison   
Part IV - Analysis of Discrete Issues    (Socorro issue)

  

VIDEOS AND DOCUMENTS
MEETING VIDEOS
January 28, 2015 - Day 1 of 2

NOTE: Just reading the Power Point document may be be the easiest way to get an overview of the presentation. You can follow the videos with the document in sequence.

Power Point of the presentation (45 pgs).  

012815-Regular Board Business.wmv - Prior to presentation
012815-Day-1-part-1.wmv - Presentation starts
012815-Day-1-part-2.wmv (15min)
012815-Day-1-part-3.wmv (21min)
012815-Day-1-part-4.wmv (9min)
012815-Day-1-part-5.wmv (21min)
012815-Day-1-part-6.wmv (19min) (district elections)
012815-Day-1-part-7.wmv  (15min)
012815-Day-1-part-8.wmv (15min)
012815-Day-1-part-9.wmv  (13min)
012815-Day-1-part-10.wmv (15min)
012815-Day-1-part-11.wmv (20min)
012815-Day-1-part-12.wmv (19min)
012815-Day-1-part-13.wmv (23min) end of meeting on the 28th
 

January 29, 2015 - Day 2 of 2 - There will be 9 parts

012915-Day-2-part-1.wmv  (16min)
012915-Day-2-part-2.wmv  (9min)
012915-Day-2-part-3.wmv  (18min)
012915-Day-2-part-4.wmv  (17min)
012915-Day-2-part-5.wmv  (14min)
012915-Day-2-part-6.wmv  (12min)
012915-Day-2-part-7.wmv  (18min)
012915-Day-2-part-8.wmv  (12min)
012914-Day-2-part-9.wmv  (38min) End of presentation
012915-day-2-part-10.wmv (5 sec) Meeting adjourned without proper procedure and without time for public input demanded in the agenda.