Co-op board takes a beating
Socorro Electric Coop-erative provides power to approximately 10,000 customers in west-central New Mexico. But “Power to the People” took on an altogether different meaning for the co-op when its member-owners came out in force for the annual meeting on Saturday.
More than 600 members turned out to resoundingly defeat 14 of 15 proposed amendments to the bylaws put forth by a board of trustees that chose to sue the co-op’s members in a dispute over new bylaws members approved two years ago. The only measure that passed was a plan to realign districts to make for more equitable representation — something members mandated at the 2010 annual meeting when a movement to reform the democratically controlled co-op took hold.
Charlene West, head of the Socorro Electric Cooperative Reform Group, said the result made it clear that the co-op was run by its members — and not the trustees charged with overseeing the operation.
“Do you think they got the message now?” she asked rhetorically. “I don’t know how much plainer it could be. People told them once what they wanted and had to come back and tell them again. They (the trustees) should understand that now. This is the will of the people.”
Charlie Wagner, the one member of the board of trustees who has diligently advocated for reform, couldn’t help but feel vindicated by the members’ actions.
“The determination of the trustees and their attorney to oppose the interest of the members as expressed in the bylaws is no match for the dedication and hard work of the SEC reform group,” he said.
Wagner went on to say the lopsided outcome of the vote proved that the members understood the board’s behavior over the years had been self serving.
In addition to defeating the board-sponsored proposals, several motions from the floor, giving members more voice in determining how their co-op is run, were approved at what was an often contentious meeting.
“That’s the only thing that really bothered me,” said Paul Bustamante, the co-op’s president. “We knew that voters would turn things down, and I knew there would be a few a few haters out there. But I was hoping there wouldn’t be any screaming and shouting.”
Bustamante said the crowd’s behavior set a bad example for a group of high school students, who were there to receive scholarships provided by the co-op. But members were too impatient.
“They wanted to get onto voting,” he said.
A Rough Start
Members were clearly agitated at the outset, reigning boos during the introduction of trustees and dispensing catcalls toward Bustamante, who met resistance in leading the meeting through its agenda.
Shortly after the meeting was called to order 41 minutes late to allow a long line of members to register and cast votes, member Catherine Stewart-Roache stood and made a motion to amend the agenda to move business items ahead of speakers and reports.
While the crowd cheered in approval, Bustamante wouldn’t allow it.
“We haven’t determined a quorum yet,” he said, drawing groans from the audience. “We’re going to go through with the agenda. I’m sorry.”
Bustamante warned he would shut down the meeting after State Auditor Hector Balderas’ introduction as guest speaker was met with shouts, boos and rhythmic clapping.
Balderas promised to keep his remarks short and made it through an abbreviated speech with little interruption, though at one point he paused to appeal to the audience to be respectful.
The other scheduled guest speaker, Keven Groenewold, general manager of the New Mexico Rural Electric Cooperative Association, did not take the podium. Bustamante later said he didn’t want to subject other speakers to anymore hostility.
Co-op General Manager Joseph Herrera did go through with his planned speech, but he received boos when he praised the board of trustees for keeping electric rates down and when he took issue with the EPA’s Clean Air Act for driving electric costs up.
The audience was on its best behavior when Herrera presented the co-op’s annual scholarships to high school seniors, Government in Action Youth Tour participants and winners of the co-op’s coloring contest were announced.
A Matter of Trust
Diminished trust in the co-op’s board of trustees was a theme throughout the meeting.
Bustamante and other co-op officials were at times heckled by the crowd, which filled the seats of the Macey Center auditorium and spilled out to the aisles and lobby.
“You sued us!” shouted one man, reminding the board of the lawsuit it filed against all of Socorro Electric’s member-owners in an effort to block new bylaws passed in 2010 calling for the co-op to operate with greater transparency.
Socorro Electric being a private, non-profit corporation owned by its members, who are also its customers, it was effectively a case of the co-op suing itself and leaving the members left to foot the bill.
With the lawsuit looming, many members boycotted last year’s annual meeting and a quorum was not achieved. A month later a judge decided the case against the co-op, ruling bylaws requiring the co-op to follow open meeting and inspection of public records rules were valid and properly adopted.
Members remain skeptical of procedures relating to the co-op’s governance. Several people on Saturday asked for explanations regarding the methods used to conduct voting.
Mike Stoddart of Tierra Grande was one of them. He said he had seen votes before where the numbers didn’t seem to add up.
“I love this co-op, but I don’t trust the way the voting goes,” he said.
While members voted by secret ballot on the proposed resolutions this year, in past years, and this year with resolutions proposed from the floor, votes were determined by voice vote or counted by a show of hands.
Another man expressed his distrust for the board, saying he was reluctant to make a motion that allowed trustees to appoint election judges.
“I don’t want to make the motion if this board is going to stay as it is,” he said.
Co-op attorney Lorna Wiggins advised him he could make a motion to that effect, contingent on the favorable outcome of the vote to realign districts tied to a previously passed bylaw that reduces the size of the board from 11 to five.
With that in mind, the man stated his motion with the contingency in place.
Co-op member Michael Hanauer of Socorro offered some advice of his own. He said once new trustees are in place who “honorably” — placing emphasis on the word — serve the membership, the co-op will be better off.
But, he said, “We should place trust in our new trustees and let them earn our trust.”
Members at times showed outright contempt for the current board.
Eileen Simmons of Quemado criticized Bustamante for what she perceived to be a display of disrespect for members.
“Why is it when people start talking at the microphone you turn your back on them?” she asked.
“Because he’s arrogant,” shouted a man in the audience.
A short time later another man lashed out at the co-op president.
“I recommend you sit down and shut up and stop trying to circumvent what we’re trying to do,” he said.
When results of the voting was announced midway through the meeting, it was clear reform-minded members accomplished what they set out to do.
All of the board-sponsored amendments were defeated by nearly 5-to-1 margins. The measure to approve the redistricting plan, which paves the way for the co-op’s five districts to be represented by just one trustee in each district, won by an even greater margin. Including the 141 mail-in ballots that were cast, approval was won 612-101.
“You get it now?” came a shout from the crowd aimed at the board for its apparent reluctance to follow the members’ wishes.
In addition to the lawsuit, three of the resolutions proposed by the board at this year’s meeting would have served to undo what members approved in 2010. One would have set the size of the board at seven members, another would have doubled the board’s spending cap and a third would have reinstated the board’s authority to distribute contributions to adult service organizations and sponsor certain events and projects.
A Members Meeting
More controversy arose over the meeting’s agenda.
Wagner, the trustee leading the reform movement, insisted he be allowed time to speak.
“What about reports by trustees?” Wagner asked. “It’s in the bylaws (as an agenda item at the annual meeting). You’re not abiding by the bylaws.”
Bustamante instead invited members to bring up new business.
During that time, a man interrupted the discussion.
“Are you following this agenda? There’s trustee reports on the agenda and we’re on to new business. I think we’re getting ahead of ourselves,” he said.
The same man brought the issue up again, and Wagner momentarily had a chance to speak while votes were being counted on a motion from the floor.
“We have an order of business in the bylaws and it’s not being followed,” Wagner said. “Don’t be surprised by that; this board has a history of not following the bylaws.”
Wagner went on to say Socorro Electric’s board had incurred expenses totaling $492,000 in 2009, which he said was second highest of all co-ops in the country.
“You did the right thing when you limited the board’s expenses,” he told the members.
At that point, Bustamante interrupted to call for votes in opposition to the motion from the floor.
When the matter of trustees giving reports came up again, Bustamante said he would not allow it.
“This is a members meeting, not a trustees meeting,” he said.
Wagner did speak again just after that, making a motion that district meetings be held on an annual basis instead of every four years as they are now.
Bustamante questioned whether the motion was valid, since Wagner is a member of the board.
Wagner said he was making the motion not as a trustee, but as a member of the co-op. Before anything else could be said, Gene Cole, a member from Lemitar, stepped in front of Wagner and took over the microphone.
“That’s my motion,” he said. “I was speaking with Charlie about it earlier and he spoke out of turn.”
Cole added to his motion that the annual district meetings be held in either October or November to allow time for resolutions proposed by members to be placed on the agenda for the annual meeting, which according to the bylaws can be held in either April or May.
The motion to hold district meetings annually was one of three proposals that received approval. However, attorney Wiggins explained that motions from the floor don’t immediately go into effect. Instead, they are placed on the agenda for the annual meeting to be put up for final approval the following year, she said.
The other two proposals that will be on the ballot for the annual meeting in 2013 are for mail-in ballots to be counted toward the quorum and, since the redistricting plan was approved, trustees from each of the five districts appoint a judge and two alternatives to count ballots at the annual meeting.
If the current board scored any victories at Saturday’s meeting, it was that a proposal to reduce the amount of its compensation will not be on the ballot next year.
Richard “Arf” Epstein, who originally proposed the resolution that limited the amount of the board’s compensation to $10,000 per trustee and $15,000 for the board president that was passed in 2010, said that limit hadn’t proved effective. He then proposed that the limit be reduced to $5,000 per trustee and $10,000 for the president.
A voice vote on the proposal failed to conclusively determine a result. Defeat of the measure became clear after Bustamante called for a show of hands.
Afterward, General Manager Herrera said he was happy to see so many people show up.
“I’m glad we had a quorum,” he said.
Herrera said the co-op spent about $44 per vote to pay an independent firm to administer an election that didn’t count because of the lack of a quorum.
Bustamante said he was happy that something was accomplished.
“I’m glad the redistricting passed,” he said. “The rest of the stuff will work out. We can move on after that.”
With redistricting in place, it leaves questions as to how the board will proceed in getting down to five members — one representing each district.
It’s a rather convoluted situation. The number is being reduced by attrition — that is, when terms expire. But district elections are staggered in different years. District 3 (Socorro), for instance, wouldn’t be reduced to one trustee until 2014.
“Our attorney will have to look at it,” Bustamante said. “There are a lot of unanswered questions about how we’ll proceed. Hopefully, we’ll have some answers in a few months.”
Bustamante said he was disappointed members didn’t vote in favor of the proposal to elect two at large members to make for a total of seven trustees. He said he thought the proposal to have mail-in votes count toward a quorum was a good idea.
“It’ll give more people a voice,” he said.
Members who had used their voices to create change on Saturday left Macey Center feeling satisfied with what had transpired.
“I think it’s positive and a long time coming,” said Carlton Armstrong, a member from Quemado. “It’s a shame people who were elected as representatives are opposing what the people want. But I think good things are to come and I hope people will start developing trust in their trustees.”
Armstrong said he appreciated the work of co-op employees and the efforts by Wagner, who represents his district, to facilitate change. He added that he hoped the lawsuit the co-op brought against its members, now facing a countersuit, would be resolved soon.
“I would hope the court would make them (the trustees) pay. I don’t believe it should be up to us to pay for it,” he said.
Pattie Preston, another member from District 5, the western part of the co-op’s service area that was well represented at the meeting, said she, too, was pleased with the result. The only thing she wasn’t happy about was the hostility.
“I don’t like it when people boo; that’s rude. People should be allowed to talk,” she said.
Preston said she was most pleased the redistricting plan was approved.
“Redistricting will make it more equal for all people,” she said. “It evens things out and makes it a lot more fair.”
Preston said she felt there was still more work to be done before reform is complete, but she was optimistic about the co-op’s future.
“It’ll get there,” she said. “If the bylaws don’t work we can always change them. We can keep on trying until we get it right.”
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