Mike Kurtz in Board Operations on December 1, 2011
How did I become interested in becoming a board member? Well, one year the co-op did something that I did not understand, so I decided to run for the board. Much to my surprise, I won a three-year term. I have just been re-elected for my sixth.
Clearview has a 12-person board. Each member comes with different skill sets. How to get everyone on the same page and resolve the various issues that arise is a constant challenge. This is probably the single hardest task presidents have to deal with. You need to ensure that as issues come up, you have the right mix of experts, contractors, and people in the industry participating in the presentation.
When board discussions occur, it is important that you not let them be hijacked by the loudest one in the room or influenced by any one contractor, by your general manager, or by board members who profess subject knowledge. One of my faults is allowing each issue to be fully vetted by the board. I consider us all equals and like to give each member the opportunity to raise and resolve his or her concerns before having to vote yea or nay.
This past year was challenging, and the next several promise to be as well. One issue confronting us is how to comply with green initiatives that require Clearview to eliminate the burning of No. 6 oil by switching to either No. 2 oil or gas (or having the ability to burn both). A second issue that is no less daunting is complying with a directive requiring that our complex switch to submetering by the year 2025. Each issue alone has the prospect of causing great financial pain to our shareholders, even if handled correctly.
To deal with the No. 6 oil issue, we had our general manager hire an engineer to scope out the details. Next, he partnered up with various players. This meant having Hess Oil, our current oil provider, and Con Edison, our current electricity provider, in the room with our engineer.
After our manager had several meetings, he was ready to present proposals to the board. Our maintenance committee chair scheduled several meetings where representatives from each organization were present. Only after vetting all committee concerns was it was time to get the full board involved. I scheduled a special meeting so that we could devote whatever time necessary to fully understand the scope of the project. I asked that all members prepare themselves with questions or concerns they had before the meeting to ensure that they would be asked and answered. These were circulated among the members and passed to the participants ahead of time so that they would have time to prepare answers.
We held our special board meeting and discussed all our issues. Some were resolved and others remained open. All the outside participants left the room, and the board considered its next steps.
Ask for What You Want
At our next regular board meeting, we advised our attorneys on language we wished to include in the agreement. This still did not cover all our concerns. We wanted to see if we could negotiate better terms, and I wanted to ensure that all board members were satisfied with our proposed actions. After letting each member have his or her say, I called a vote. We accepted the proposal with a condition: lower overall project cost. Although the contractor was agreeable to our proposal, we are currently awaiting his response.
The issue is still unresolved, but I am at least confident that all our board members had whatever time needed to present their side of the equation. It is better to err on the part of full and open discussions than to stifle any members who seem to lack the proper credentials.
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