BOARD OF DIRECTORS
People just like you serve on the Fayette Electric Cooperative Board of Directors. Your electric cooperative is a democratically-controlled business. It doesn’t have stockholders, so the Board isn’t made up of the people who own the most shares and are looking for big returns on their investment. Your cooperative is governed by local people with your best interest and the cooperative’s best interest at heart. And they are elected by you, the Member.
One of the basic qualifications for serving on the board is you have to receive electric service within the district up for election – so that means all directors are Members. These people are also active, community leaders representing the needs of their local constituents. The cooperative’s bylaws contain exact details about director qualifications and the nomination/election process.
Fayette Electric Cooperative, Inc. (FEC) is governed by a board of seven (7) Directors, each of whom is elected from one of seven geographic districts. Just like you, the directors are Members of FEC. They are elected to a three-year term and may be re-elected. Directors are elected on a rotation basis so that there will always be Members on the board who are knowledgeable of FEC’s operations.
In accordance with Article III, Section 3.07 of the cooperative’s bylaws, district meetings are held not less than 30 days nor more than 90 days prior to the annual meeting at which Directors are to be elected. District meetings start the important process of electing Directors to represent you on the FEC Board of Directors. With a process that is open and transparent, Members select the director nominees at local district meetings.
Nominees selected at the district meetings will appear on the election ballot at the annual meeting held on the third Wednesday in July, where they are officially elected by the membership.
Additional nominations for directors for a particular district up for election may be made from the floor. The person making a nomination from the floor, as well as the nominee, must reside in the district for which they are nominated.
1. No Member shall be eligible to become or remain a Director or to hold any position of trust in the cooperative who has not been a Member in his individual capacity for at least one year prior to his election and whose principal place of residence is not served with electric power and energy by the Cooperative in the district he is to represent.
2. No Member shall be eligible to become or remain a Director or to hold any position of trust in the Cooperative who is in any way employed by or financially interested in a competing enterprise or a business selling electric 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.
3. No Member shall take or hold office as a Director who is the incumbent of or candidate for an elective public office in connection with which a salary is paid.
4. The term of service for each director is three (3) years from the date of the annual membership meeting at which such Director was elected.
5. A Director whose term expires may be re-elected for subsequent terms.
6. Once elected, each Director is required to become credentialed under the Credentialed Cooperative Director Program of the National Rural Electric Cooperative Association during his/her first full term. The Credentialed Cooperative Director (CCD) Certificate is earned by attending five courses designed to provide the basic knowledge and skills required of cooperative Directors. Directors have several opportunities during the three-year term to earn their CCD Certificate.
7. Since the Cooperative is a Member of the National Rural Electric Cooperative Association and the Association of Texas Electric Cooperatives, Directors are encouraged to attend conferences and other activities to improve the skills and knowledge of the board Members. While a Director’s attendance is not mandatory, nor a bylaw requirement, the training programs, conferences, and meetings offer unique educational opportunities that are conducive to making the board of Directors a more knowledgeable and informed decision-making body.
8. Directors spend an average of 30 days annually attending monthly board meetings, state, regional and national meetings, training sessions, and other meetings or functions. Most events are held during regular business hours, but some meetings are held in the evenings and some may last several days.
For Members interested in serving on the Board of Directors, FEC’s Bylaws and Policy on Director Duties and Responsibilities are available at the Cooperative’s office located at 357 North Washington St., La Grange, Texas.
Once elected to the board, Directors have two basic functions: decision making and oversight. As decision makers, they are responsible for working with the Cooperative’s management and key staff to set policies and develop strategies to keep the Cooperative on track. To do that they have to maintain a working knowledge of all phases of the electric Cooperative program, from the broad national overview down to the day-to-day operations to serve Members in each of the seven districts. The oversight function or fiduciary duty requires them to monitor the Cooperative’s business performance, risk assessment and compliance with legal obligations.
Other responsibilities and functions of the board are to:
1. Set the Cooperative’s mission, purpose(s), and engage, on a regular basis, in strategic planning;
2. Review, monitor and report to the membership regarding the critical operating and financial performance of the Cooperative;
3. Ensure effective planning and adequacy of resources; and
4. Contract for and approve an annual independent financial audit.
It takes a lot of effort to prepare, stay involved and do the job well. Training and educational programs in the area of governance responsibilities, utility operations and management oversight are necessary for a Director to function most effectively in his/her responsibilities.
Fayette Electric’s board of Directors realizes the importance of education and strives to stay abreast of changes in the industry by completing continuing education courses offered through the statewide organization, Texas Electric Cooperatives, and the national organization, National Rural Electric Cooperative Association.
Cooperative Directors represent the Members who elect them and take seriously the duties and responsibilities of their position. They uphold the unique democratic business model that distinguishes your electric Cooperative from utility companies whose sole purpose is to make a profit for investors. At Fayette Electric Cooperative, the guiding principle is service. Your Board of Directors is there to uphold that mandate with knowledge, integrity and vision.
- Members must be present to vote at the meeting.
- Each Member shall be entitled to one vote and no more upon each matter submitted to a vote at the meeting.
- If a husband and wife or two persons hold a joint membership, they shall jointly be entitled to one vote.
- At all Member meetings, the spouse of a Member will be allowed to vote for the membership, whether single or joint.
- In the event of the death of a person holding a membership, the surviving Member may vote.
- A membership held by a school, community hall, or similar public body shall be voted by the president or chairman of the board or, if so authorized in writing, by any one Member of the board.
- The pastor or, if so authorized in writing, any one member of the governing body of a church holding membership in the Cooperative shall cast the vote of the church.
- A membership held by any corporation, partnership, firm, government agency or political subdivision shall be voted by any person submitting proof of their authority to vote the membership.
- Every cooperative Member is allowed to vote for one Director in each district at the annual meeting, regardless of which district the Member lives in.