Agenda - 09-12-2000-2 - Laserfiche WebLink

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4 The Orange-Alamance water system currently employs 12 individuals (5 water plant operators, 3 distribution system operators and 4 administrative personnel). In accordance with the provisions of its Articles of Incorporation, Revisions to the Articles of Tncorporation and Bylaws, the operation of the corporation is currently overseen by a nine member board of directors (although 12 are provided for in the Articles of Incorporation and Bylaws) which meets an a monthly basis with an occasional special meeting. Every custamer of the system is required to~ purchase one share of the corporation (less than $400) and every custamer is, at least in theory, a voting member of the Corporation. No individual can hold more than one corporate shaze or has more than one vote. The corporation holds an annual noticed meeting of all the members, although in recent years this meeting has not been well attended by the general membership. Although Board of Directors meetings aze not noticed, any member may attend a board meeting. Any member or even anon-member may petition the Board of Directors to consider an item of business {for example, the Board must approve any non-residential or multi-service request exceeding two taps). The Bylaws authorize the Boazd of Directors to set the operational rules, regulations and procedures by which the utility operates (including service extension and tap-on policies). Special meetings may be called by a petition often percent of the members ar by action of the Board of Directors. No Orange-Alamance meeting is a public meeting, insofar as public meeting statutes are concerned, and meetings are not noticed to the general public. Directors of Orange Alamance are nominated and elected by vote on by the members of the corporation. In recent years, as a consequence of inactivity by the general corporate membership, directors have been nominated and elected primarily by the sitting Board of Directors. Officers of the corporation (president, vice-president, secretary and treasurer) aze members of the corporation and the Board of Directors and are nominated and elected by the Board of Directors. Directors may be removed by the vote of a majority of members of the corporation present at the meeting in which the removal is an item of business. The members present at any particulaz meeting of the members constitute a quorum at the meeting of the members. The removal process is initiated by a petition of charges against the director, signed by ten percent of the members of the corporation or by a member of the board of directors. There are no provisions in the Articles of Incorporation or Bylaws for dissolution of the corporation ar the Board of Directors or joining the corporation with another utility or other such entity. There is a single reference in the Bylaws to a dissolution of the Corporation in terms of disbursement of the Corporation's remaining assets. The Boazd of Directors may sell 'the corporation, mast likely as a "going concern", either voluntarily ar otherwise. It is also possible that the assets of the corporation Gould be sold with no plan to continue operation of the utility. That is an event that is unlikely to occur except in situations of "forced" where creditors, bankruptcy court, or state court in receivership action could cause the corporation to be dissolved. There are no guidelines in the Articles or Incorporation or the Bylaws of Orange-Alamance specifying or outlining haw system expansions to serve existing ar new development will be evaluated for approval, except as noted above, that the Baazd of Directors may. make such evaluations and decisions. As a public water supply utility, Orange-Alamance is ruled by the same set of state drinking water standazds, regulations and statutes (applicable to water supply, z