MINUTES OF THE 2022 ANNUAL MEMBERS MEETING OF NORTH GEORGIA ELECTRIC MEMBERSHIP CORPORATION HELD AT THE CATOOSA COUNTY COLONNADE AUGUST 4, 2022, AT 1:00 P.M.
Mr. Ted Clark, Chairman of the Cooperative, called the 2022 Annual Meeting of North Georgia Electric Membership Corporation to order and welcomed everyone to the meeting. Mr. Clark then introduced current NGEMC employee and former U.S. Navy Veteran Mr. Brent Newton, who led the invocation and Pledge of Allegiance. The presentation of colors was conducted by Lakeview-Fort Oglethorpe JROTC, and the national anthem was performed by Randall Franks.
Mr. Clark then welcomed Kathryn West, President and CEO of the Cooperative. Ms. West introduced the Board of Directors and guests.
Ms. West asked Mr. Henry Tharpe, Attorney for North Georgia EMC, to read the proof of notice of the 2022 Annual Meeting of the Members.
Mr. Tharpe stated that Georgia Magazine, which included the official notification of the 2022 Annual Meeting of the Members, had been sent to all members of record as of June 2, 2022, and magazines had been presented this day to comply with the Bylaws stating that notification must be deposited with the United States Postal Service.
Mr. Tharpe then declared the Annual Meeting of the Members lawfully convened.
Mr. Tharpe then informed the members that the 2021 Annual Meeting minutes were printed in the July 2022 Georgia Magazine. Mr. Tharpe asked if any corrections or additions should be made to the minutes. Hearing none, the 2021 minutes stood approved as presented.
Mr. Tharpe stated the next order of business would be the election of Directors from Murray and Walker counties. Mr. Tharpe reviewed the procedures to be followed in the election of Directors, stating there are two ways to nominate a candidate: (1) nominations by petition signed by fifty or more members of the county to be elected; and (2) nominations by Nominating Committee.
The Nominating Committee candidates included Mr. Jason Parker from Murray County and Mr. John Howard from Walker County.
Mr. Tharpe informed the members that no candidate by petition was received. Therefore, Mr. Jason Parker from Murray County and Mr. John Howard from Walker County were recommended as Directors.
Mr. Tharpe asked for a motion from the floor that these nominees be approved as Directors to serve for a term of three years. A motion was made, seconded and passed with no dissenting votes. Mr. Tharpe then declared Mr. Jason Parker from Murray County and Mr. John Howard from Walker County to be duly elected Directors.
Mr. Tharpe reviewed the two proposed Bylaw amendments. The first amendment expanded the voting platform to allow online voting and the second allowed for redistricting and a change in the number of directors. While awaiting voting results, Mr. Tharpe turned the meeting over to Ms. Kathryn West.
Ms. West gave her President’s Report, which recognized North Georgia EMC employees for their service and the Cooperative’s commitment to moving forward.
Ms. West then introduced a video that presented the Chairman’s Report, which included the accomplishments of the last 12 months and the Cooperative’s financial condition.
The CEO thanked the members for attending the 86th Annual Membership Meeting and expressed appreciation to the Board of Directors and employees of North Georgia EMC for their dedication to each member of the cooperative. Ms. West turned the meeting back over to Mr. Tharpe.
Mr. Tharpe then presented the voting results with both amendments passing. There being no further business, Mr. Tharpe then declared the meeting adjourned.