Excerpt from Bylaws of the Bon Homme Yankton Electric Association, Incorporated - Article III: Meeting of the Members

The annual meeting of the members shall be held annually at such time and place, in the County of Bon Homme or Yankton, State of South Dakota as set by the Board of Directors for the purpose of electing directors, passing upon reports for the previous fiscal year and transacting such other business as may come before the meeting. It shall be the responsibility of the Board of Directors to make adequate plans and preparations for the annual meeting. Failure to hold the annual meeting at the designated time shall not work a forfeiture or dissolution of the Cooperative.

Each member shall be entitled to only one (1) vote. All questions shall be decided by a vote of a majority of the members voting thereon in person, except as otherwise provided by statute, the articles of conversion or these bylaws. Voting by proxy shall not be permitted. Any member who is absent from an annual or special meeting of the members may vote by mail at such meeting upon any motion or resolution, pertaining to the borrowing of funds or the mortgage, lease or other encumbrance of property, including debt limit which has been authorized either by a majority of the directors or by petition of not less then twenty-five (25) members requesting such vote, and any merger or consolidation of the Cooperative. Voting by mail is specifically prohibited on matters concerning the election of directors and the selling, leasing and disposing of Cooperative property to others as provided in Article VIII Section 2, of these bylaws.

The Secretary shall enclose with the notice of such meeting an exact copy of such motion or resolution to be acted upon and such absent member shall expressly vote thereon by placing a mark in the space provided therefore opposite each such motion or resolution. Such absent member shall enclose each such copy so marked in a sealed envelope bearing the member’s name and addressed to the Secretary of the Cooperative, P. O. Box 158, Tabor, South Dakota.

When such written vote so enclosed is received by mail from any absent member, it shall be counted as a vote of such member at such meeting. If joint members are absent from any annual or special meeting of the members, they shall jointly be entitled to one vote by mail as provided in this section. The failure of any member to receive a copy of such motion or resolution shall not invalidate any action which may be taken by the members at any such meeting. No cooperative member may vote by proxy on any issue.