Article IV. Meetings of Members

Section 1. Annual Meetings

The annual meeting of the members will be held on a day between the first day of April and the last day of June each year, in Fairbanks, Alaska, and at such day, hour and place as will be designated in the meeting notice, for the purpose of providing reports for the previous fiscal year, and approving the minutes of previous annual meeting(s), procedural actions, and receiving member input. It will be the responsibility of the Board to make adequate plans and preparations for the annual meeting. Failure to hold the annual meeting will not result in the dissolution of the Cooperative.

Section 2. Special Meetings

Special meetings of the members, or of a district, may be called by a majority of the Board or by a petition signed by 10% of the members, or with respect to a district, 10% of the members of a district. The resolution of the Board or the petition of the members will clearly describe the purpose for which the special meeting is called. No business except that described in the resolution or petition will be conducted at the meeting.

Section 3. Record Date

To determine the members entitled to notice of a meeting of the members or of a district, or to vote on a matter that is to be submitted to a vote, the Board will fix a date that occurs 30 or fewer days before the day of notice or distribution of mail ballots as the record date for the determination.

Section 4. Notice of Members’ Meetings

  1. Annual Meetings – Except as otherwise provided by law, notice stating the time and place of each annual meeting of the members will be given to the members entitled to individual notice, either by mail or otherwise, between 15 and 60 days, inclusive, before the meeting.
  2. Special Meetings – Individual notice of a special meeting, together with notice of the purpose for which the meeting is called, will be given to the members entitled to notice, either by mail or otherwise, between 90 and 120 days, inclusive, before the meeting.
  3. If mailed, notice of Annual or Special Meetings is considered given when it is deposited in the United States mail with postage prepaid addressed to the member at the address as it appears on the records of the Cooperative.

Section 5. Quorum

The quorum for Annual and Special Meetings will be 100 members. The quorum for district meetings will be 3% of the number of members in that district or 50 members, whichever is less. If less than a quorum is present at any meeting, and a quorum is not obtained within 30 minutes after the meeting has been called to order, a majority of the members present may, without further notice, adjourn the meeting indefinitely. Those members present at a meeting of the members, which is attended by less than a quorum, will have the additional option of declaring 1 recess for a period not to exceed 30 minutes, after which the meeting will be adjourned indefinitely if a quorum is not present.

Section 6. Voting

Each member will be entitled to 1 vote on each matter submitted to a vote of the members. Voting will be in person. Any member holding a membership other than as a natural person will be responsible for identifying, in accordance with the member’s own procedure, the person(s) who are authorized to cast a vote on behalf of such member; however, such member will have only 1 vote notwithstanding the number of persons authorized by the member to vote on the member’s behalf who may attend the meeting. A person representing more than 1 membership will be entitled to 1 vote for each such membership.

Section 7. Rules of Order

Meetings of the members will be conducted in accordance with Robert’s Rules of Order Newly Revised, as specified by Board policy.

Section 8. Posting of Meeting Minutes

The minutes as prepared by the Recording Secretary of official annual and special meetings will be posted on the GVEA website and also be available to members upon request.