2014 Annual Meeting Minutes
Minutes of the 75th Annual Meeting of Members
Holy Cross Energy Headquarters in Glenwood Springs, Colorado
June 7, 2014
The 75th Annual Meeting of Members of Holy Cross Energy, a Colorado corporation (hereinafter called “Holy Cross”) was held at the Headquarters Facility of Holy Cross Energy at 3799 Highway 82 in Garfield County, Colorado, commencing at 12:30 p.m. on Saturday, June 7, 2014.
Prior to the commencement of the meeting, a lunch buffet was served.
The Annual Meeting of Members was called to order by the President, Michael A. Glass, and Lynn E. Dwyer acted as Secretary. Mr. Glass introduced the other members of the Board of Directors: David C. Munk, Lynn E. Dwyer, Robert H. Gardner, Adam L. Palmer, Megan M. Gilman and Kristen N. Bertuglia.
The President introduced certain guests who were present: Ed Grange, Former General Manager of Holy Cross Energy; Mike Prom, CEO of Western United Electric Supply Corporation; Kent Singer, Executive Director of Colorado Rural Electric Association; Andy Glover, Vice President of CoBank; John Svensk, Wholesale Account Manager for Xcel Energy; Tom Turnbull, former Director of Holy Cross Energy; Carter Jackson, former Director of Holy Cross Energy; Pat Kanda, Staff Accountant of Grand Valley Rural Power Lines, Inc.; and Mary Kenyon, owner of Impact Marketing.
The President then introduced corporate legal counsel for Holy Cross, Randolph W. Starr, who announced that 114 Members of Holy Cross were present which constituted a quorum for the conduct of business under the Holy Cross Bylaws. Upon motion duly made and seconded, the Membership unanimously voted to waive the reading of the Proof of Service of the Notice of the Annual Meeting of Members.
Mr. Starr asked that the President direct that the Proof of Service of the Notice of the Annual Meeting of Members be annexed to the Minutes of the Meeting. The Proof of Service verified that the Notice of the Meeting was mailed out in a time that was sufficient for the purposes of the Meeting to all of the Members of Holy Cross, and that the Notice of Right to Nominate had been duly and regularly published.
Mr. Starr also announced that the terms of two of the Directors on the Board of Directors had expired, and that there was one seat in the Northern District up for election and one seat in the Western District up for election. Mr. Starr announced that only one candidate submitted a petition for nomination to each seat and under the Bylaws of Holy Cross Mr. Starr declared that the unopposed candidate for each seat was elected. Those candidates were Megan M. Gilman and Lynn E. Dwyer.
Mr. Glass then gave the President’s report to the membership.
The President then introduced Chief Financial Officer Tim Charlton who gave a financial report to the Members.
The President then introduced Chief Executive Officer Del Worley who gave the CEO report to the Members.
The President, Chief Executive Officer, Board and Staff were then available to answer questions from the audience.
Director Robert H. Gardner gave a report on the Holy Cross Energy Round-Up Foundation and its distribution of funds.
There being no further business to come before the Members, the meeting was adjourned at 1:30 p.m. At the conclusion of the meeting, a drawing for door prizes was held.