HEA raises transparency by recording votes and releasing resolutions
By Ben Boettger
Homer Electric Association’s Board of Directors passed two transparency-raising measures at their June 9 meeting. From now on, the HEA board will record individual directors’ votes in its minutes and will release the text of its resolutions to the public on its website.
HEA director David Thomas moved for the individual recording of votes, a practice he said “has varied a little bit over the years.” By default, the board has made decisions by voice vote, with directors who support a measure answering simultaneously with “yea” and those opposed with “nay.” The board’s minutes record only whether the measure passed or failed, not how individual members voted.
Under Roberts’ Rules of Order, by which the HEA Board conduct their meetings, any director can call instead for a roll-call vote, in which the directors answer individually and are recorded individually in the minutes. This became the only voting method after the nine-member board approved the new policy in a 5-4 vote.
“One reason I want it to be a normal practice is, I think it’s been divisive when a director invokes their rights under Robert's Rules of Order for a role-call vote,” Thomas said. “I have seen a number of times over the years when there’s a contentious vote, and a director will say ‘I want a roll-call vote.’ And my interpretation has been that it's putting other directors on notice that you'll be on record for going against me and my contingent... I'm fine with taking responsibility for all of my votes, and I'm fine with all of them being recorded.”
Director Dave Carey opposed the measure because he said directors could be less willing to compromise on record.
“If you start recording names, I believe it brings a political aspect to this,” Carey said. “All of us are just here to serve the members, but sometimes, particularly when there's elections coming up, the issues can seem to get more political. What I've seen on our board for numerous years now is that we work together. We strive for consensus. That to me is good. Listing everyone's votes would temper not only those of us voting, but also it would provide for people outside our meetings, who didn't understand our terms of discussion, to have a name they could bash into the ground.”
HEA’s legal counsel Rick Baldwin said one consequence of recording votes could be separating potential legal liability of individual board members from the board as a whole.
“Typically it's hard to sue a director for the decisions they make, especially in Alaska,” Baldwin said. “But it has happened. The general rule is that if you sue a board for having done something wrong, everybody that voted in favor of the thing that was wrong will sustain liability. However, if you voted against the thing that is alleged to be wrong, you don't have liability... Whether the vote is recorded or not really just boils down to proof, because you have to prove that you voted against it to escape liability.”
Director Roy Champagne, who voted for recording votes, pointed out that HEA’s board meetings have changed since the COVID-19 pandemic. The board’s last in-person meeting was in March, and the three subsequent meetings have been through video conferencing, with non-directors limited to telephone call-in options. Voice votes are especially unclear for anyone without video access.
“Because of this new video conferencing format, we can see each other, yet the public cannot,” Champagne said. “So we're changing the way our board meetings are operated, and the public cannot see firsthand. They can go back and read the minutes, if they're recorded as such. But the way we're handling the meetings now, the call-in people don't know how we vote unless we verbalize it.”
Director Ed Oberts said he opposed recording votes “a little on the political side, but more on the logistics side,” because roll call votes take longer and most of the board’s votes are unanimous. Director James Duffield, attending his second HEA board meeting after being elected to a first term in early May, also opposed because “by basically doing a roll call vote every time, you are slowing down the process” and because of the possibility of votes being incorrectly recorded. HEA board minutes are reviewed and approved by the directors before posted online or entered in official records.
Charles “C.O” Rudstrom, another newly elected first-term director, favored the measure, saying it was a routine practice for most other boards he knew of and would be “a way to show members that we don't do anything in secret.”
Director Erin McKittrick also said recording votes would be good for perception, and supported it.
“I think we do a good job working together, but one thing that's bothered me is a disconnect between my experience on this board and how a lot of our members and the public tend to see us,” McKittrick said. “I see that we're a very functional, reasonable group of people -- we have a lot of good discussion and we try to compromise on things. But I think a lot of the members see us as some kind of cabal out to get their money. It's not that big of a cost, and the more ways we can prove to people that we're working in their interest, it will be beneficial in the long term.”
The measure passed with “yeas” from Thomas, McKittrick, Champagne, Rudstrom, and Director Jim Levine, and “nays” from Oberts, Duffield, Carey, and director Dan Chay.
Releasing Resolutions
HEA member Cassie Lawver prompted the board to consider a second transparency issue: releasing discussion material online prior to meetings. HEA releases board agendas on its website ahead of each meeting, but doesn’t release the text of resolutions or any of the supporting information given to board members.
“What I see on the internet as far as the agenda, it's just the resolution titles,” Lawver said, giving public comment at the June meeting. “There's no documentation to go with it, no copy of the resolution. So it's kind of hard for public comment on anything if we're not real certain what it is.”
In response, Oberts moved to have HEA’s board packets -- which include upcoming resolutions and supporting information -- publicly posted online at the same time they are released to board members. HEA has given members copies of the packet upon request, but not posted them online.
Releasing packets to the public is a standard practice for municipal government councils in Alaska and elsewhere. For Railbelt utility boards, practices vary. Fairbanks’ Golden Valley Electric Association posts a “member book” on their website ten days before each meeting, containing information items and resolutions that will be discussed in the open portion of the meeting. Chugach Electric Association also posts packets online prior to their meetings. Matanuska Electric Association, like HEA, posts only agendas on their website.
“I know personally, just having the agenda if you're sitting here at the meeting, or contemplating what's going to occur there at the HEA meeting, it doesn't help you much,” Oberts said. “You have to have a little more detail to make sense of what's going on. I'm advocating to provide as much information as we can.”
Now HEA will release resolution text, though not the complete packet of supporting information, on their website prior to each meeting. The board approved the change unanimously, after debating exactly how much information to provide.
Thomas highlighted potential disadvantages of releasing the entire packet.
“I'd make a distinction between the rights of a member to request a wide variety of information and attend the meeting and potentially get a copy of the board packet at the meeting, versus the non-rights and greater disadvantages of our contractors, our suppliers, and other utilities with whom we have at times competitive relationships, to access anything we were to publish on line,” Thomas said.
Legal counsel Baldwin recommended vetting board packets for sensitive information before release under a policy that he said would necessarily be complex, and which he compared to the federal government’s standards for releasing information under the Freedom of Information Act.
“If the consideration is to be giving out the board packet, I'd say you'd need a fairly detailed policy that would require the clerk to go through first and measure the board packet against the policy to see what can be given out and what can't,” Baldwin said. He recommended that only resolution text be released.
Following his statement, Oberts amended his motion to cover only resolutions, saying “At least it's a start in the right direction.” The amendment vote passed with Carey dissenting.
McKittrick also said she’d like to go further with releasing information.
“To go with Ed's original idea of transparency, I'd like us to think carefully about what is in our packet, and I'd like to see us provide as much information as we can to people,” McKittrick said. “I don't think secretive should be the default. Maybe not everything, but we should think carefully about what more we can share, at a later time."
