The Annual Meeting of the Membership of Warren County Rural Electric Membership Corporation was held in the Banquet Center of The Beef House Restaurant, Covington, Indiana, on Wednesday, March 29, 2023, pursuant to Article II, Section I of the bylaws of the Corporation, as amended.

Chairman Michael Conner called the meeting to order at 7 p.m. (EST), with the invocation being presented by Director Don McKinnis.

Conner then introduced special guests to the Annual Meeting from the state and other associated organizations.

Conner reported that such members at the 2023 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 30, 2022. The minutes were included in the mailing of the notice of the meeting, and the motion passed.

Don McKinnis, board secretary and treasurer, presented the annual financial reports for the fiscal (calendar) year ending on Dec. 31, 2022, and upon a motion being duly made and seconded, the financial reports for the year 2022 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.

Alan Anderson, chairman of the committee on nominations, stated that such meeting of the committee was held on Feb. 8, 2023, in the offices of the cooperative to nominate three (3) members for directors, viz:

1. For the three (3) year term:

• Michael R. Conner for Benton/White counties, District 1

• Don E. McKinnis for Warren/Tippecanoe counties, District 2

• Richard L. Potter for Warren/Tippecanoe counties, 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 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 (3) year term, or until a successor is duly elected.

Conner then introduced Mark Maassel, Indiana Electric Cooperatives vice president of government relations. Maassel gave an overview of upcoming legislative bills that will be heard at the House or Senate Utilities Committees that will potentially impact Indiana’s electric cooperatives.

Charlie Dunn, general manager, gave an overview of what has occurred in the past year, and talked about a few upcoming projects.

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 7:55 p.m.