Election and Tenure.
The members of the Board of Directors shall be elected from three Districts, numbered One (1), Two (2) and Three (3). The geographic areas of the three Districts shall be established by the Board of Directors and described in the By-Laws. The Districts shall be apportioned, and reapportioned as necessary, by the Board of Directors, so that the Districts contain as nearly as possible an equal number of members. At each Annual Meeting of Members, one, and only one, Director from each of Districts One (1), Two (2) and Three (3), shall be elected for the term of three years, and until their respective successors shall have been elected and qualified.
No member shall be eligible to become or remain a Director or to hold any position of trust in the Cooperative who is not a bona fide resident of premises served by the Cooperative, or who is in any way employed by or financially interested in a competing enterprise or a business selling electric energy or supplies to the Cooperative or a business primarily engaged in selling electrical or plumbing appliances, fixtures or supplies to the members, or who within two (2) years preceding a director candidate nomination was an employee of the Cooperative, or who within seven (7) years preceding a director candidate nomination has received benefit from any collective bargaining agreement with the Cooperative, or is a close relative of a director or employee of the Cooperative, with close relative being defined as: spouse, cohabitant, mother, father, mother-in-law, father-in-law, sister, brother, sister-in-law, brother-in-law, and natural, step, and adopted children, or within fifteen (15) years preceding a director candidate nomination been convicted of a felony whether by judgment, order, settlement, conviction, plea of guilt, or plea of nolo contendere, or who is or becomes the full-time employee or agent of another director or employee, or who is or becomes the full-time employer or principal of another director, and no person shall take or hold office as a Director who is the incumbent of or candidate for an elective public office other than on a school board, board of supervisors, township trustee, township clerk, or member of the State legislature; provided, however, that nothing in this Section contained shall, or shall be construed to, affect in any manner whatsoever the validity of any action taken at any meeting of the Board of Directors. When a membership is held jointly, either one, but not both, may be elected a director, provided, however, that neither shall be eligible to become or remain a director or hold a position of trust in the Cooperative unless both shall meet the qualifications herein above set forth. Before the meeting of the committee on nominations for directors each year, the Board of Directors shall determine whether any director has ceased to be a bona fide resident of premises served by the Cooperative, and any director found by a two-thirds vote of all directors not to meet the residence requirement or any other qualifications of this Section, may continue to hold office only until the next annual meeting at which time the vacancy shall be filled by the members.
It shall be the duty of the Board of Directors to appoint, not less than one hundred sixty (160) days before the date of a meeting of the members at which Directors are to be elected, a committee on nominations consisting of three members from each District from which a Director is to be elected. No member of the Board may serve on such committee. The committee shall prepare and post, at the principal office of the Cooperative, at least ninety (90) days before the meeting, a list of these candidates nominated for Director from each District from which a Director is to be elected, and the list shall include at least two candidates for each Director to be elected. Any fifteen or more members from a District from which a director is to be elected, acting together, may make other nominations for Director from their District by petition not less than sixty (60) days prior to the meeting, and the Secretary shall post such nominations at the same place where the list of nominations made by the committee is posted. The Secretary shall mail with the notice of the meeting, or separately, but at least ten days before the date of the meeting, a statement of the number of Directors to be elected from each District, and the names and addresses of the candidates from each district, specifying separately the nominations made by the committee and the nominations made by petition, if any. The ballots to be used for the election of Directors shall list the names of the candidates from each District nominated by the committee and the names of the candidates from each District nominated by petition, if any. The names of nominees shall be posted and listed on the ballots by District in alphabetical order.