REGULAR BOARD MEETING
December 28, 2021
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, December 28, 2021.
The meeting was called to order by Chairman Johnnie L. Dickert at 6:28 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, Vice President of Engineering & Operations Nick Shealy, Chief Financial Officer Arthur Guy, Regional Vice President of National Rural Utilities Cooperative Finance Corporation Hampton Oxendine, Attorney Kyle Parker, and Executive Secretary Deirdre Murphy. Attorney Thomas H. Pope, III was absent.
Chairman Dickert presented Mr. Nick Shealy with his certificate from the Wisconsin School of Business Center for Professional & Executive Development and the National Rural Electric Cooperation Association for completing the NRECA Robert I. Kabat Management Internship Program. Mr. Shealy thanked the Board for the opportunity to complete the program.
Mr. Arthur Guy and Mr. Hampton Oxendine reviewed loan information prepared by NRUCFC for Newberry Electric to complete the fiber project and obtain lines of credit. Attorney Kyle Parker reviewed the resolution and promissory notes. After much discussion, a motion was made by Trustee Kesler to accept the information as explained and proceed with the funding. The motion was seconded and passed without opposition.
The Board dispensed with the reading of the minutes of the November 2021 Regular Board Meeting. A motion was made by Trustee Kesler 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 Membership & Public Relations Committee Meeting held on December 13, 2021. A motion was made by Trustee Hipp to accept the minutes as emailed with the typographical corrections. The motion was seconded and passed without opposition.
The Board dispensed with the reading of the minutes of the Special Board Meeting held on December 13, 2021. A motion was made by Trustee Kesler 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 Tuesday, December 21, 2021 at 7:00 p.m. Trustee Nichols stated that all committee members were present. The committee members are Trustees C.J. Bishop, Johnnie Dickert, William Lominick, and John Nichols. President and CEO Avery was also present.
Chairman Nichols reported that the Finance Committee reviewed cash disbursements for November 2021. 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.
Due to Mr. Pope being absent, there was no Attorney Report.
President Avery reviewed the functions and activities he attended or participated in during the month of December. He had a meeting with Samsung management to discuss their current contract. President Avery and Mr. Dickert also attended a CarolinaConnect Board Meeting.
President and CEO Avery reviewed in detail the operational data for November 2021. The amount of write offs for November is $1,474.51. 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 begun working on Fairview and Hollands relay upgrades. They are in the process of installing a new 750 underground feed to Kiswire. Engineering has received bids for a truck replacement and for a new fiber bucket truck. The linemen had Confined Space Rescue training with ECSC. Mr. Shealy attended a Safety Director meeting at ECSC to discuss upcoming safety changes, lineman rodeo, and other safety related items. NEC through, CarolinaConnect, has over 4200 active fiber accounts for billing.
President Avery reviewed information on the NRTC’s 2022 Annual Meeting. A motion was made by Trustee Kesler to keep President Avery as the delegate and Trustee Nichols as the alternate. The motion was seconded and passed without opposition.
President and CEO Avery reminded the trustees that the 2022 NEC Annual Meeting will be held on Wednesday, April 13, 2022 unless it is a contested race. If so, then the Annual Meeting will be a two-day event on Tuesday, April 12 and Wednesday, April 13. Because it is a conflict of interest, Trustees Dickert, Hipp, and Kesler recused themselves from voting on appointing members to the Nominating Committee, since they are running for re-election. A Nominating Committee needs to be appointed to make nominations for the election of trustees. A motion was made by Trustee Lominick to use the same committee members from 2021, and replace the two that have passed away (Mr. Steve Bishop and Mr. Tommy Brown), and the one who has resigned (Mr. Harold Fulmer). The motion was seconded and passed without any opposition. The members nominated are Mr. Paul Brown, Mr. Larry Cromer, Mr. Rick Farmer, Mrs. Ann Lominick, Mrs. Jennifer Moore, Mr. Randy Nobles, Mr. Wayne Satterwhite, and Mr. Lee Shaw. Executive Secretary Deirdre Murphy will check with the members of the committee to see if they are able to serve.
President and CEO Avery also reminded the trustees that a Credentials and Election Committee needs to be appointed. Again, Trustees Dickert, Hipp, and Kesler recused themselves from voting on appointing members to the Credentials and Election Committee, because they are running for re-election. If there is any opposition for the trustee seats, President Avery will get four people who are not members of Newberry Electric to count the votes. A motion was made by Trustee Lominick to use the same committee members from 2021. The motion was seconded and passed without any opposition. The members nominated are Mr. Robert Bannister, Mrs. Annette Bledsoe, Ms. Penny Hamm, Mr. Don Kunkle, Mr. Anthony Matthews, Mr. George Piersol, and Mr. Carold Wicker. Executive Secretary Deirdre Murphy will check with the members of the committee to see if they are able to serve.
The Central Electric Power Cooperative December Executive Committee Summary and the Power Committee Meeting Summary were accepted as information by the Board. The ECSC Board Meeting Highlights for December 6, 2021 were also accepted as information.
President and CEO Avery reviewed a request from Mr. Paul Basha, President and CEO of York Electric Cooperative, Inc., on behalf of the Burrell Foundation. The Burrell Foundation helps members of the communities within their service territory who need an extra hand. The foundation is having an auction event in February 2022 and are requesting a financial contribution to help with the event. Trustee Kesler made a motion to make a donation to the Burrell Foundation. The motion was seconded and passed without opposition.
Central Electric Power Cooperative will host two regional meetings to provide information on Central’s 10-year plan along with the proposed shared resources with Santee Cooper to trustees and receive feedback. The meeting for this region will be February 10, 2022 in Greenville, SC. Trustees Dickert, Hipp, Nichols, and President Avery plan to attend.
President Avery reviewed the results of the 2021 ORS Compliance Examination in accordance with the S.C. Code Ann. 33-49-150-(A). Trustee Hipp requested that in the future all members of the board, whether they are present or absent, be listed in the minutes along with visitors.
The Central Electric Power Cooperative December 21, 2021 Called Executive Committee Meeting Summary was accepted as information.
There being no further business and without objections, Chairman Johnnie L. Dickert adjourned the December 2021 Regular Board Meeting at 8:22 p.m.
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SECRETARY APPROVED
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CHAIRMAN