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CHOCTAWELECTRIC COOPERATIVE BOARD OF TRUSTEESMEETING OFFICIAL


MINUTES


The Board of Trustees of Choctaw Electric Cooperative, Inc. met in regular session at the CEC headquarters office in Hugo, Oklahoma, Tuesday, July 28, 2015.


1. CALL TO ORDER by President, Invocation, and Pledge of Allegiance. There being a quorum present, President George Burns called the meeting to order at 9:26 a.m. Joe Silk delivered the invocation and Mr. Burns led the Pledge of Allegiance to the Flag. Those Trustees present were:


George Burns, District A Norman Ranger, District F


Joe M. Silk, District B Danny Antwine, District G James Woods, District C Mike Brewer, District H Andrea Slaton, District D Marcia Wright, District I Neil Birchfield, District E


Guests Attorney Bob Rabon, CEO Jon K. Miles, and Executive Assistant Susan Wall.


2. Approval of Minutes The June 23, 2015 minutes were approved upon a motion made by Ms. Wright, seconded by Mr. Antwine and carried unanimously.


3. Acceptance of New Members The New Members for June 2015 were accepted upon a motion made by Dr. Slaton, seconded by Mr. Silk and carried unanimously.


4. Review and Acceptance of Check Register & ACH


After discussion, a motion was made by Mr. Birchfield, seconded by Mr. Ranger and carried unanimously to accept the check register and ACH register as presented.


5. Estate Capital Credits A motion was made by Dr. Slaton, seconded by Mr. Ranger, and carried unanimously to approve payments of Estate Capital Credits for the applications presented.


6. Financial Report 6.1. A presentation was given explaining the line items on CFC Form 7.


6.2. The WFEC power bill was included in the agenda items for review.


7. Department Staff Report Verbal reports were received from each department.


8. Executive Session


A motion was made by Mr. Ranger and seconded by Dr. Slaton to go into Executive Session. The board agreed by consensus to convene in Regular Session.


A motion was made by Mr. Brewer, seconded by Mr. Woods, and carried unanimously to authorize counsel to contact the Attorney General of Oklahoma for a meeting to request a statewide grand jury investigation regarding possible criminal actions committed against Choctaw Electric Cooperative.


Attorney’s Report


8.1 Comments on Proposed Bylaw Amendments


The board reviewed the comments from Attorney Bob Rabon on the Proposed Bylaw Amendments.


8.2 Proposed Non-Disclosure Agreement A draft copy of a Non-Disclosure Agreement was provided to the board for review. A motion was made by Dr. Slaton, seconded by Mr. Ranger, and carried unanimously to approve the Non- Disclosure Agreement Form.


9. CEO’s Report


9.1 Board Policy Review Board Policy 201: Functions of the Board of Trustees.


Motion was made by Dr. Slaton, seconded by Mr. Woods, and carried unanimously to add the following wording to 201:B: Members must first discuss issues and concerns with appropriate CEC Department Manager in a cooperative and constructive manner to resolve concerns and conflicts, progressing up to the CEO, before a meeting request with the board is considered.


Board Policy 202: Board of Trustees Committees Number 5 of Part B Finance Committee, of Board Policy 202 was removed upon a motion made by Ms. Wright, seconded by Mr. Silk and carried unanimously. The wording removed was as follows: Review the check register on a monthly basis and make recommendations regarding acceptance. (Note - The entire board, during the monthly board meeting, reviews and makes recommendations regarding disbursements, this is not assigned to the Finance Committee.)


Board Policy 404-1:Trustee or Member Information Requests After discussion and review, a motion was made by Ms. Wright, seconded by Mr. Ranger and carried unanimously to amend the wording of Board Policy 404-1, 2 D to read as follows: In all situations where it is appropriate to limit disclosure of information, CEC may in its sole discretion provide books, records, and other information for inspection and copying.


9.2 NRECA Voting Delegate Certification


The board agreed by consensus for Norman Ranger to serve as NRECA 2015 Regional Meeting Voting Delegate and Joe Silk to serve as NRECA 2015 Regional Meeting Alternate Voting Delegate.


9.3 Board Resolution 2015.05 A motion was made by Ms. Wright, seconded by Mr. Silk to approve Board Resolution 2015.05 regarding Joe Harris signing the loss claim documents.


9.4 CEC Phone System


A report was given to the board itemizing and explaining the various phone companies and phone charges that appear on the check register each month. The report explained the various services which includes the Hugo, Idabel, and Antlers office phone service, cell phone service, data plans, air cards, Internet services in all offices, and Internet and phone lines in the substations.


Director’s Reports


10. Old, New, or Unfinished Business A motion was made by Mr. Brewer, seconded by Ms. Wright and carried unanimously to purchase updated software for the Hugo fuel tank so the same information can be reported on fuel cost and usage as the fuel cards, such as, truck number, odometer reading, and employee ID.


11. Adjournment


There being no further business to come before the board, the meeting adjourned at 5:20 pm.


Approved by Board of Trustees August 25, 2015.


Waving Old Glory


CEC and PSO crews hoisted Old Glory during a special tribute to victims of the September 11, 2000 terrorist attacks. The ceremony at the Choctaw County Fair also honored local first


responders including fire, police and sheriff’s departments. PHOTO/JENNIFER BOLING, CEC.


4 | october 2015


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