Each director has a fiduciary responsibility that their actions are in the best interest of the Cooperative and its members and not directed for personal gain or exemption. In addition, all information provided the directors within or outside of the boardroom must be treated as confidential unless decided by the board that the directors are part of the communication process. Please refer to the attached job description, bylaws, and policies for additional information.
Board of Director Qualifications
Yes. The Cooperative has an insurance policy that indemnifies the Board of Directors as a group and individually for actions taken by the board that may result in legal action.
Yes. The Cooperative currently provides an Apple iPad for the directors to access board packets, e-mail, other Cooperative business-related items, and the Cooperative’s extranet. The director may use the iPad for their own personal use, but they are responsible for any costs associated with that use.
Yes. The Cooperative has a well-defined anti-nepotism policy that applies to directors as well as employees. This is a sound business practice that prevents unfavorable situations for the board and/or management.
Yes. Each director is required to provide the Cooperative a timesheet monthly, accounting for the time spent on Cooperative business. These reports are summarized and reported to the IRS on the Form 990. This is a requirement of all non-profit and cooperative organizations nationwide.
Board members will periodically, on a rotating basis, attend industry conferences and meetings during the year. This includes NRECA’s Regional Meeting, Annual Meeting, and Directors Conference. Other conferences include the Northwest Public Power Association’s (NWPPA) Annual Meeting and the Idaho Consumer-Owned Utilities Association (ICUA) Legislative Conference. While attendance is not mandatory at every meeting, the board expects each director to at least attend these meetings on a rotating basis to be familiar with issues affecting our Cooperative. On average, board members will attend one or two outside meetings per year lasting three to four days each. Some meetings can be attended remotely.
Yes. The Annual Meeting is the most important meeting of the year for the Cooperative.
Each candidate up for election is given the opportunity to address the members at the Annual Meeting. Candidate speeches are limited to five minutes. In addition, the Board President also addresses the membership.
New directors are required to complete the National Rural Electric Cooperative Association’s (NRECA) Certified Credentialed Directors (CCD) training program within the first term (3 years) in office. This is a week-long training session held within the United States. Training is also offered remotely. After completion of the CCD, board members are encouraged to complete NRECA’s Board Leadership Certification. All program fees and related travel expenses for training are paid by the Cooperative.
On average, the Cooperative’s current board members spend approximately thirty (30) hours per month. This includes all time to read material, travel, attend the monthly board meeting as well as any other industry meetings.