REGULAR BOARD MEETING

April 25, 2022

 

         The Regular Meeting of the Board of Trustees of Newberry Electric Cooperative, Inc. was held at the Newberry Electric Cooperative, Inc. located in Newberry County, State of South Carolina on Monday, April 25, 2022

         The meeting was called to order by Chairman Johnnie L. Dickert at 6:32 p.m. followed by invocation with the determination of a quorum present. 

         The secretary reported that the following Board Members were present:

                        C.J. Bishop                  Leon Fulmer                Craig Kesler

                        Blake Brigman            Melanie Hawkins        William Lominick

                        Johnnie Dickert           Doug Hipp                  John Nichols  

            Also present were President and CEO G. Keith Avery, Attorney Thomas H. Pope, III, Chief Financial Officer Arthur Guy, Engineering Analyst Michael Martin, Auditors Jake Morris and Russ Rountree from McNair, McLemore, Middlebrooks, & Co., LLC., and Executive Secretary Deirdre Murphy.  Trustee Melanie Hawkins attended by Web Ex.

            Jake Morris explained in detail the audit conducted for the year of 2021.  He stated that the Coop’s finances ended in accordance with accounting principles generally accepted in the USA, and NEC had an unqualified opinion.

            Russ Rountree explained the Form 990, and it will be available on the website portal. 

            Attorney Pope conducted the election of officers by paper ballots.  The following were elected unanimously:

                        Chairman—Johnnie L. Dickert

                        Vice-Chairman—Mr. William B. Lominick, Sr.

                        Secretary/Treasurer—Mr. John W. Nichols

Each of the officers thanked the Board for their continued support.

 

            President and CEO Avery reviewed the excellent number of registered members for the 2022 Annual Meeting. The district totals are as follows:

                        District I ---769

                        District II---669

                        District III--646

                        Unassigned----2                                  Grand Total--2086     

The Board dispensed with the reading of the minutes of the March 2022 Regular Board Meeting.  A motion was made by Trustee Nichols to accept the minutes as emailed.  The motion was seconded and passed without opposition.

The Board dispensed with the reading of the minutes of the April 2022 Special Board Meeting.  A motion was made by Trustee Hipp to accept the minutes as emailed.  The motion was seconded and passed without opposition.

            Committee Chairman John W. Nichols reported that the Finance Committee held its regular meeting on Thursday, April 21, 2022 at 7:00 p.m.  The committee members are Trustees C.J. Bishop, Johnnie Dickert, William Lominick, and John Nichols. All were present along with President and CEO Avery. 

            Chairman Nichols reported that the Finance Committee reviewed cash disbursements for March 2022.  All expenditures were found to be in order, and the committee is presenting this report as information.  The consensus of the board was to accept the report.

 Attorney Thomas H. Pope, III stated that he did not have an Attorney’s Report.

President Avery reviewed the functions and activities he attended or participated in during the month of April.  He conducted a meeting with Pete Valencie to discuss Easy Block Chain coming to the area.  He and Mr. Dickert attended the monthly meeting at CarolinaConnect.

President and CEO Avery reviewed in detail the operational data for March 2022.  The amount of write offs for March is $1578.21.  A motion was made by Trustee Hipp to accept this amount.  The motion was seconded and passed unanimously.

           President and CEO G. Keith Avery reviewed the Engineering and Operations and Operational Support reports for the month. Engineering has continued to do work on Fairview and Hollands relay upgrades.  Overhead work is still going on at Long Lane circuit 3 and Prosperity Circuit 7 and 1 Jollystreet tie line.

         President Avery referenced the Safety and Loss Prevention Assessment from Federated Rural Electric Insurance for February 2019 - February 2022 from last month.    More information was needed before the renewal would be approved.  The additional information was presented to increase the commercial umbrella policy coverage.   After some discussion, a motion was made by Trustee Brigman to accept the new coverage.  The motion was seconded and passed without opposition. 

            President Avery informed the trustees of the new ECSC app to launch in May.  This app will be used for information purposes during meetings.  The ECSC is asking all trustees for the email addresses to link to the app.

            The Central Electric Power Cooperative April 5, 2022 G-20 Meeting Summary was accepted as information.

            President and CEO Avery reviewed the IRS Form 990 Questionnaire for the 2021 tax return and the 2022 Trustee Conflict of Interest Certification and Disclosure Forms.  He asked each trustee to please complete the forms and turn in before leaving the meeting.

            The ECSC Board Meeting Highlights for April 7, 2022 were accepted as information.

            Debra Shaw, Vice President of Member, Public & Government Relations, had submitted a quote to order some outdoor folding chairs.  This was accepted as information.

            President Avery referenced the information on the Cooperative System Integrity Fund participation from CFC.  The Integrity Fund supports systems across the network in resisting threats to their service territories, their right to offer non-electric energy services to consumers, and when facing regulatory, judicial or legislative challenges that threaten their existence under the cooperative business model.  Trustee Hipp made a motion to deduct 5% of the refund that Newberry Electric would receive from CFC and donate to the Integrity Fund to be used for All Purposes.  The motion was seconded and passed without opposition. 

            President and CEO Avery reviewed information on the 53rd CFC Annual Membership Meeting that will take place on Monday, June 20, 2022. A motion was made by Trustee Lominick to keep President Avery as the voting delegate for this meeting.  The motion was seconded and passed without opposition.  Trustee Kesler made a motion to appoint Chief Financial Officer Arthur Guy as the alternate delegate.  The motion was seconded and passed without opposition.

         The Central Electric Power Cooperative April Executive Committee Meeting Summary and the April 13, 2022 Special Called Board Meeting Summary were accepted as information.

         President Avery reviewed a request from Lisa Sligh for a donation to the Newberry County Ag Expo Kids Zone to take place September 9-10, 2022 at the PD Johnson Farm, 7556 SC Highway 2019, Newberry, SC.  Trustee Kesler made a motion to donate $1500.00.  The motion was seconded and passed without opposition. 

         The Central Electric Power Cooperative April FAR Committee Meeting Summary, the April Member & Energy Services Committee Meeting Summary, the April 2022 Power Committee Meeting Summary, and the April 2022 Power Committee Meeting Summary were all accepted as information.

 President Avery asked the trustees to turn in their CEO evaluations to Vice President of Human Resources, Leann Hutto, by May 6 to be ready for presentation at the May Board Meeting. 

         Since the Cooperative will be closed on May 30 for the Memorial Day observance, the May Board Meeting will take place on Monday, May 23, 2022.

         There being no further business and without objections, Chairman Johnnie L. Dickert adjourned the April 2022 Regular Board Meeting at 8:30 p.m.

 

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SECRETARY                                                                                    APPROVED

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CHAIRMAN