Guide For Submitting Advisory Resolutions

Guide for Submitting an Advisory Resolution at the Annual Meeting

Every member of the Adams-Columbia Electric Cooperative has the right to present one or more resolutions to the assembled members at the annual meeting. The purpose of an advisory resolution is to give advice to the board of directors. A member who intends to submit an advisory resolution must notify the Cooperative by the date set by the Rules Committee.

In order to find out what the thinking of the membership (assembled at the annual meeting) is on a particular resolution, the advisory resolution is presented at the Annual Meeting by the Member Offering the Resolution, including the reason why that member thinks the issue is important. The advisory resolution is then debated for a limited time and then voted on.

So, if you as a member of Adams-Columbia Electric Cooperative want to bring an issue to the attention of the board of directors of the Coop, you are able to do so. This document is a Guide to tell you how to do that.

Appendix B gives a sample resolution, which was presented to the Annual Meeting of the Co-op on May 15, 2018. Please note that all resolutions are advisory in nature and even if the advisory resolution is passed by the membership at the Annual Meeting, the board of directors need not follow the advice expressed by the resolution; however, an advisory resolution that is passed by a substantial margin is bound to get the attention of the board of directors, and it will be given serious consideration. Also, the discussion by the members of the advisory resolution after the advisory resolution is presented at the Annual Meeting gives the board valuable insight into the thinking of the members on the issue presented.

Here then is the process you need to follow, if you want to offer an advisory resolution at the Annual Meeting:

  1. You need to submit the advisory resolution before the deadline set each year by the Co-op’s Rules Committee in order to present your advisory resolution at the Annual Meeting that year. That date is published in the Wisconsin Electric Cooperative News. You can do this via e-mail, regular mail or hand delivery, if you prefer.
  2. The advisory resolution is then reviewed by the Rules Committee of the Coop. First, the Rules Committee decides whether the advisory resolution is in order for presentation to the Annual Meeting. If not, then you will receive a notification that the advisory resolution was rejected and the reason why. You may be able to make wording changes so that the resolution is in order and clearly expresses the issue you want to address. Second, if the advisory resolution is in order, then the Rules Committee decides whether to make a recommendation for or against the advisory resolution or not to express a preference. You will be notified after the Rules Committee review. Regardless of the Committee’s recommendation, if you submitted the
    resolution before the deadline and it is in order, you are free to attend the Annual Meeting and present your resolution.
  3. At the Annual Meeting, when the time comes to present your resolution, you will be asked to come to a lectern for your presentation. Your advisory resolution should be displayed on the
    screen while you present. The Procedure for presenting your advisory resolution is given in Appendix A of this document. Please note that you are responsible to present the advisory
    resolution at the meeting and ensure that a “second” is offered as explained in step 5 of the procedure. So make sure you have a fellow member, also attending the Annual Meeting, do this for you.

Finally a big “thank you” to all persons who go through this process to make the Adams-Columbia Electric Cooperative a member driven organization.

 

Appendix A- Procedure for Submitting an Advisory Resolution for a Vote to the Members at the Annual Meeting

This is a description of the procedure to present, discuss and vote on advisory resolutions in the annual meeting. It is assumed that each advisory resolution put before the members at the annual meeting has been submitted by the cut-off date for resolutions and has been approved by the rules committee for submittal to the members present at the annual meeting.

The following are the complete steps of the procedure to bring an advisory resolution to a vote at the annual meeting:

  1. The Officer in Charge of the Meeting explains the purpose of the advisory resolution process to the assembled members as follows:
    • Every member of the Adams-Columbia Electric Cooperative has the right to present one or more resolutions to the assembled members at the annual meeting. The purpose of an advisory resolution is to give advice to the board of directors. A member who intends to submit an advisory resolution must notify the Cooperative by the date set by the Rules Committee.
    • In order to find out what the thinking of the membership (assembled at the annual meeting) is on a particular resolution, the advisory resolution is presented at the Annual Meeting by the Member Offering the Resolution, including the reason why that member thinks the issue is important. The advisory resolution is then debated for a limited time and then voted on.
  2. The Officer in Charge of the Meeting then asks the Member Offering the Advisory resolution to proceed.
  3. The Member Offering the Advisory resolution moves to consider the advisory resolution displayed on the screen entitled XYZ.
  4. The Officer in Charge of the Meeting asks for a second.
  5. If a second is offered, proceed to steps 6, 7 and 8; if there is no second, the Officer in Charge of the meeting announces that the motion fails for lack of a second. The Officer then proceeds to any remaining resolutions, if there are any, repeating steps 2, etc. When all timely submitted resolutions have been dealt with, the Officer proceeds to the next item on the Agenda.
  6. The Member Offering the Advisory Resolution reads the advisory resolution and states reasons why this advisory resolution should be adopted (subject to the time limit on comments in the Meeting Rules).
  7. The Chair of the Rules Committee (or if s/he is not in attendance, another Committee Member) presents the committee’s recommendation for the resolution.
  8. The Officer in Charge of the Meeting opens a discussion by asking for opinions and comments by the attending members. At the discretion of the Officer in Charge of the Meeting the
    discussion is ended, and the Officer in Charge of the Meeting asks for a vote and announces whether the advisory resolution is adopted or not adopted. After the voting, the Officer in
    Charge of the Meeting proceeds to the next advisory resolution by asking the Member Offering the Second Advisory resolution to proceed or, if no other advisory resolution has been offered, goes to the next business item.

 

Appendix B – This is an example of a complete advisory resolution

Member Name
Member Address
Member District

Date

Annual Meeting to be held on a Saturday

Resolution:
RESOLVED, that the membership of the Adams-Columbia Electric Cooperative urges the Board and management of the Cooperative to move the Annual Meeting of the Cooperative back to a Saturday morning.

Supporting comments:
We have now had three annual meetings that were held on a weekday and in the evening. The number of members that attended these three annual meetings has not been encouraging. The last one held at Friendship had less than 100 members. While it was fine to experiment with the annual meeting day and time, it is time to go back to a Saturday annual meeting when more members have the time to attend.