H*3398(Rat #0124, Act #0075 of 1989)  General Bill, By J.I. Rogers, Alexander, 
R.L. Altman, K.E. Bailey, B.O. Baker, Barfield, J.M. Baxley, D.M. Beasley, 
L. Blanding, G.A. Brown, H. Brown, R.B. Brown, D.M. Bruce, P.M. Burch, 
C.D. Chamblee, W.N. Cork, Davenport, Elliott, T.L. Farr, J.G. Felder, 
L.E. Gentry, Glover, B.J. Gordon, J.L. Harris, Harvin, B.H. Harwell, Haskins, 
B.L. Hendricks, T.E. Huff, Keegan, Koon, Lanford, J.E. Lockemy, Martin, 
D.M. McEachin, J.T. McElveen, A.C. McGinnis, McKay, R.N. McLellan, D.A. Moss, 
Neilson, E.L. Nettles, T.F. Rogers, I.K. Rudnick, J.J. Snow, E.C. Stoddard, 
C.L. Sturkie, J.W. Tucker, D.C. Waldrop, Washington, J.B. Wilder, D. Williams, 
J.B. Williams and S.S. Wofford
 A Bill to amend Section 33-49-440, Code of Laws of South Carolina, 1976,
 relating to voting by members of electric cooperatives, so as to eliminate
 voting by mail at cooperative meetings and provide that a person may not vote
 as proxy unless he is a member of the cooperative; to amend Section 33-49-610,
 relating to trustees of electric cooperatives, so as to revise provisions for
 the removal of trustees and the election of successors, and to provide for the
 temporary suspension and permanent removal of trustees for cause; and to amend
 Section 33-49-1030, relating to actions pertaining to dissolution by the board
 of trustees and members of a cooperative, so as to further provide for the
 procedures a cooperative shall follow in order to be dissolved including the
 requirement of an affirmative vote in person only except for authorized
 absentee voting of at least two-thirds of the members of the cooperative, at a
 meeting to be held on a Saturday for this purpose at locations in every county
 in which the cooperative provides service.-amended title

   02/01/89  House  Introduced and read first time HJ-18
   02/01/89  House  Referred to Committee on Labor, Commerce and
                     Industry HJ-19
   03/22/89  House  Committee report: Favorable with amendment Labor,
                     Commerce and Industry HJ-48
   03/23/89  House  Special order, set for Wed-3/28/89, immediately
                     after uncontested calendar(Under H 3754) HJ-32
   03/29/89  House  Amended HJ-61
   03/29/89  House  Read second time HJ-80
   03/30/89  House  Read third time and sent to Senate HJ-23
   04/04/89  Senate Introduced, read first time, placed on calendar
                     without reference SJ-25
   04/06/89  Senate Read second time SJ-22
   04/06/89  Senate Ordered to third reading with notice of
                     amendments SJ-22
   04/18/89  Senate Special order SJ-34
   04/20/89  Senate Read third time and enrolled SJ-26
   05/04/89         Ratified R 124
   05/10/89         Signed By Governor
   05/10/89         Effective date 05/10/89
   05/10/89         Act No. 75
   05/26/89         Copies available

AN ACT TO AMEND SECTION 33-49-440, CODE OF LAWS OF SOUTH CAROLINA, 1976, RELATING TO VOTING BY MEMBERS OF ELECTRIC COOPERATIVES, SO AS TO ELIMINATE VOTING BY MAIL AT COOPERATIVE MEETINGS AND PROVIDE THAT A PERSON MAY NOT VOTE AS PROXY UNLESS HE IS A MEMBER OF THE COOPERATIVE; TO AMEND SECTION 33-49-610, RELATING TO TRUSTEES OF ELECTRIC COOPERATIVES, SO AS TO REVISE PROVISIONS FOR THE REMOVAL OF TRUSTEES AND THE ELECTION OF SUCCESSORS, AND TO PROVIDE FOR THE TEMPORARY SUSPENSION AND PERMANENT REMOVAL OF TRUSTEES FOR CAUSE; AND TO AMEND SECTION 33-49-1030, RELATING TO ACTIONS PERTAINING TO DISSOLUTION BY THE BOARD OF TRUSTEES AND MEMBERS OF A COOPERATIVE, SO AS TO FURTHER PROVIDE FOR THE PROCEDURES A COOPERATIVE SHALL FOLLOW IN ORDER TO BE DISSOLVED INCLUDING THE REQUIREMENT OF AN AFFIRMATIVE VOTE IN PERSON ONLY EXCEPT FOR AUTHORIZED ABSENTEE VOTING OF AT LEAST TWO-THIRDS OF THE MEMBERS OF THE COOPERATIVE, AT A MEETING TO BE HELD ON A SATURDAY FOR THIS PURPOSE AT LOCATIONS IN EVERY COUNTY IN WHICH THE COOPERATIVE PROVIDES SERVICE.

Be it enacted by the General Assembly of the State of South Carolina:

Voting provisions revised

SECTION 1. Section 33-49-440 of the 1976 Code is amended to read:

"Section 33-49-440. Each member is entitled to one vote on each matter submitted to a vote at a meeting. Voting must be in person but, if the bylaws so provide, also may be by proxy. If the bylaws provide for voting by proxy they also must prescribe the conditions under which proxy voting may be exercised. A person may not vote as proxy unless he is a member of the cooperative and may not vote as proxy for more than three members at a meeting of the members."

Removal of trustees

SECTION 2. Section 33-49-610 of the 1976 Code is amended to read:

"Section 33-49-610. (A) The business and affairs of a cooperative must be managed by a board of not less than five trustees, each of whom must be a member of the cooperative or of another cooperative which is a member of the cooperative. The bylaws must prescribe the number of trustees, their qualifications, other than those provided for in this chapter, the manner of holding meetings of the board, and the filling of vacancies on the board.

(B) The bylaws also may provide for the removal of trustees from office and for the election of their successors as follows:

(1) (a) A temporary suspension of a trustee for cause may occur upon the affirmative vote of at least two-thirds of the members of the board until the next annual or special meeting. At that meeting the membership may remove the suspended trustee for cause from the board by an affirmative vote of a majority of the members present and voting. In the event the membership refuses to vote to remove the trustee, he must be reinstated immediately with all the powers of his office and continue to serve for the remainder of his elected term.

(b) 'Cause' for removal of a trustee under this section means fraudulent or dishonest acts, or gross abuse of authority in the discharge of duties to the cooperative, and must be established after written notice of specific charges and opportunity to meet and refute charges.

(2) A successor may be elected as provided by the bylaws of the cooperative.

This subsection does not apply to a cooperative when a majority of its members are other cooperatives. Cooperatives which are excluded from the removal provisions of this subsection may provide any terms and conditions for removal of trustees as may be authorized in their bylaws.

(C) If a husband and wife hold a joint membership in a cooperative, one, but not both, may be elected a trustee.

(D) The board of trustees may exercise all of the powers of a cooperative except those powers conferred upon the members by this chapter, its articles of incorporation, or bylaws."

Dissolution provisions revised

SECTION 3. Section 33-49-1030 of the 1976 Code is amended to read:

"Section 33-49-1030. Notwithstanding the provisions of Section 33-49-450, two-thirds of the membership of the board of trustees shall first recommend to the membership that the cooperative be dissolved. The proposition that the cooperative be dissolved must be submitted to the membership of the cooperative for a vote at a special meeting of the membership called only for this purpose and held on Saturday. Locations for the special meeting must be set up in every county in which the cooperative provides service. The notice for the meeting at which a proposal to dissolve the cooperative is considered shall set forth:

(1) a detailed proposition for dissolution;

(2) the plan for sale and distribution of assets;

(3) the plan for the continuance of service; and

(4) the locations of the meeting.

The special meeting must be called to order by the president or his designee at each of the locations set forth in the notice. No quorum is required to conduct the business of the special meeting and the presiding officer shall promptly order the balloting on the proposition. A vote by the membership for voluntary dissolution of the cooperative must be by written or machine ballot only. The ballot must state the proposition to be voted upon by the members and must contain two boxes, one marked FOR DISSOLUTION, and the other marked AGAINST DISSOLUTION. The ballot must direct that the member place an 'X' in the box indicating his vote on the proposition. Each member is entitled to one vote on the proposition to dissolve the cooperative. Voting on this proposition must be in person only, except that a member who qualifies to vote an absentee ballot under the categories as designated below may vote by absentee ballot. A member may cast an absentee ballot on the proposition of voluntary dissolution of the cooperative if the member:

(1) is serving with the Armed Forces, Merchant Marine of the United States, or is a spouse or dependent, residing with that person;

(2) is serving in the Red Cross or with the United Service Organizations, who are attached to and serving with the Armed Forces of the United States, or is a spouse or a dependent residing with that person;

(3) is physically disabled so as to prevent his attendance at the meeting;

(4) has his principal residence outside any county in which the cooperative does business;

(5) is attending sick or physically disabled persons;

(6) is self-employed or unemployed and by virtue of vacation plans will be absent from his county of residence on the scheduled meeting day;

(7) by virtue of vacation plans, will be absent from his county of residence on the scheduled meeting day and the vacation leave having been confirmed by his employer below; or

(8) is prevented from attending the meeting due to his employment and his inability to attend the meeting is confirmed by his employer as provided in this section.

A member seeking the privilege of voting an absentee ballot must apply to the cooperative in writing for an absentee ballot within thirty days of the date for submission of the absentee ballot as provided herein. The absentee ballot must be promptly forwarded to the member by depositing it in the United States mail to the last known address of the member, together with a form to be completed and signed by the member setting forth and certifying as to his qualification for voting an absentee ballot. The absentee ballot must be sealed in a blank envelope and together with the executed certification of qualification form, inserted into a second envelope bearing the name and account number of the member. The ballot and certification of qualification form, so ensealed, must be returned to the cooperative by mail or otherwise, no later than twelve noon of the day prior to the date of the special meeting of members. A member receiving an absentee ballot is entitled to cast a vote at the special meeting. However, after delivering an absentee ballot to the cooperative, if the member registers at the meeting or requests in writing the withdrawal of his absentee ballot prior to the close of registration on the meeting date, the absentee ballot must be voided and destroyed. At the conclusion of the membership balloting, each absentee ballot meeting the requirements of this section or which has not been revoked by registration or written member request must be removed from the envelope containing the member's identification, mixed with the other unmarked envelopes so as to prevent identification of the person casting the vote and added to the count of votes cast at the meeting. The meeting must begin at seven a.m. and adjourn at seven p.m. of the day set for special meeting except that any member who has not cast his ballot and is in the process of voting or is waiting to vote must be allowed to vote. The proposed voluntary dissolution is approved upon affirmative vote of not less than two-thirds of the members of the cooperative. The certificate of qualification for voting an absentee ballot must be in the following form:

Certificate of Qualification for Absentee Ballot

I hereby apply for an absentee ballot to vote on the proposition of the voluntary dissolution of the cooperative at the special meeting to be held on the___________ day of_________ ,________ .

I certify that:

_______ (1) I am serving with the Armed Forces, Merchant Marine of the United States, and am prevented by my work relating to this service from attending the meeting, or I am a spouse or dependent, who resides with a person so serving.

_______ (2) I am serving with the Red Cross or with the United Service Organizations who are attached to and serving with the Armed Forces of the United States, or I am a spouse or dependent who resides with a person so serving.

_______ (3) I am physically disabled and am prevented from attending the meeting.

_______ (4) My principal residence is outside any county in which the cooperative does business.

The address of my principal residence is____________ .

_______ (5) I am attending a sick or physically disabled person.

_______ (6) I am self-employed or unemployed and by virtue of vacation plans will be absent from my county of residence on the scheduled meeting day.

_______ (7) By virtue of vacation plans I will be absent from my county of residence on the scheduled meeting day. This vacation leave has been confirmed by my employer below.

_________________________________

Employer

_______ (8) I am prevented from attending the meeting due to my employment and my inability to attend the meeting has been confirmed by my employer below.

________________________________

Employer

My cooperative member account number is____________________ .

_________________________________

Signature

Unless otherwise provided for in its Articles of Incorporation, Bylaws, or by this chapter, the board shall, not less than ten days prior to any election, adopt policies and procedures for the conduct of the election."

Time effective

SECTION 4. This act takes effect upon approval by the Governor.