Minutes of the Annual Meeting of the Members of the Warren County Rural Electric Membership Corporation as held on Wednesday, March 6, 2019:

The Annual Meeting of the Members of Warren County Rural Electric Membership Corporation was held in the Banquet Center of the Beef House Restaurant, I-74 and State Road 63, Covington, Indiana, on Wednesday, March 6, 2019, pursuant to Article II, Section I, of the bylaws of the corporation, as amended.

Chairman Conner called the meeting to order at 7 p.m. (EST), with the invocation presented by Don McKinnis, Warren County REMC director.

Chairman Conner then introduced special guests at the annual meeting from the state and other associated organizations.

Chairman Conner reported that such members at the 2019 Annual Meeting did constitute the required quorum. A motion was duly made and seconded to waive the reading of the notice of the meeting, proof of mailing, and to waive the reading of the minutes of the previous meeting held on March 7, 2018. The minutes were included in the mailing of the notice of the meeting, and the motion passed.

Mr. Buchanan, secretary-treasurer of the Warren County REMC board, presented the annual financial reports for the fiscal (calendar) year ending Dec. 31, 2018, and upon a motion being duly made and seconded, the financial reports for the year 2018 were approved.

Erin Borissov, general counsel, conducted the election of members to the position of directors of the cooperative, pursuant to Section 2, 3, and 4 of Article III of the bylaws of the Corporation.

Mr. Alan Anderson, chairman of the committee on nominations, stated that such meeting of the committee was held on Jan. 23, 2019, in the offices of the cooperative to nominate three (3) members for directors, viz:

1. For the three-year term:

• Bruce A. Buchanan for Benton/White County, District 1
• Jeffrey W. Clem for Warren/Tippecanoe County, District 2
• Thomas J. Leak for Warren/Tippecanoe County, District 2

With no petition for nominations being filed 20 days prior to the meeting of the members on this date, Borissov requested action on the report of the committee as presented by Mr. Anderson. Upon motion being duly made and seconded, and adopted, that the nominees by this committee on nominations, were declared elected, unanimously, each as a director of the Corporation for a three-year term, or until a successor is duly elected. Chairman Conner then introduced the board of directors and the nominating committee.

Philip High, general manager of Warren County REMC, recognized three employees and one director with 25-year service awards. They were: Christy Walters, Joe DePugh, Dan Verhoeven and Don McKinnis.

High then recognized two employees, Chad Burton and Jevin Gooch, on completing the Rural Electric Apprenticeship Program (REAP). These two employees are now Class “A” lineman.

High also introduced Kayle Hutson to the crowd as the REMC’s newest apprentice lineman.

Lauren Davis, regional economic development representative from Wabash Power Alliance (WVPA), discussed the “Power Moves” program that WVPA provides for the REMC members.

High then provided an overview for the year 2018 and proposed projects for 2019.

Chairman Conner, after asking the membership if they had any further questions, new business or old business concerns, thanked the membership for attending the annual meeting.

After the drawing of the attendance prizes, the meeting was adjourned at 8 p.m.