PETITION TO IMPLEMENT STRUCTURAL REFORMS AT LREMC

WHEREAS, the undersigned members of Lumbee River Electric Membership Corporation (LREMC) believe that the current and previous Board of Directors have pursued actions that do not represent the interests and will of the membership; and

WHEREAS, LREMC's current Bylaws and governance framework unduly restrict member participation, transparency, and democratic control; and

WHEREAS, North Carolina General Statutes § 117-12 and § 117-13 provide the right of cooperative members to participate in governance and petition for meetings; and

WHEREAS, the membership is entitled to determine the direction, oversight, and leadership of the cooperative in accordance with democratic principles;

THEREFORE, we, the undersigned, being not less than 10% of the members of LREMC, hereby petition the Secretary of the Corporation to call a Special Meeting of the Members, in accordance with the Bylaws of LREMC and North Carolina statutes, for the purpose of:

1. The consideration and adoption of the following proposed amendments to the LREMC Bylaws and/or Charter:
   • Charter Amendment: Require all future amendments to the Bylaws be approved solely by a majority vote of the members at a regular or special meeting; prohibit Board-only changes to the Bylaws.
   • Bylaw Amendment:
     • Recall: Create a specific member right of recall for any director via a recall vote of the membership.
     • Petition Revision: Lower the petition threshold required to call a special meeting of the members from its current form to 10% of the most recent count of voting members.
     • Electronic Voting and Mail In Ballot Voting: Allow for secure electronic voting and electronic petition signatures.
     • Poll Expansion: Expand access to member polling locations and early voting more accessible in each directorate district.
     • Capital Expenditures: Prohibit the Board of Directors from expending more than 3% of Capital Credit Accumulations, and not more than 10% in the aggregate in one year in capital investments or physical plant improvements without prior member approval at a special meeting.
     • Conflict of Interest Revision: Strengthen conflict-of-interest provisions by prohibiting any director from participating in decisions in which they or their immediate family have a direct or indirect financial interest.
     • Loan Disclosure: Disclosure of all loans or loan guarantees made to any third parties or members, listing to whom, for what purpose, amount, terms, and certification of non-conflict of interest by the Board. All loan recipients must agree to this disclosure to be considered.
     • Alternative Energy Directive: LREMC shall establish a division for the development of alternative energy sources for the membership including the provision for evaluation and installation of solar, wind, or other alternative energy systems at the member’s place of residence, business, or location served by LREMC and providing that these sources are delivered at the lowest cost possible to the member. To include the following services:
       • System Design including inter-connectability
       • Equipment procurement
       • Financing and funding sources
         • LREMC Revolving Fund
       • Installation
       • Service
       • Establishing equitable net metering terms

Each of the above items shall be addressed individually and voted upon by the members present at the Special Meeting, to be scheduled in accordance with the requirements of the Bylaws.