![]() On September 1, 1998, Lee filed a complaint (CV-98-815) in Baldwin Circuit Court against EMC, Smith, and Brill. CV-98-725) for a writ of mandamus directing Baldwin County EMC "to allow and his agents to inspect and copy records of EMC, and to furnish with a current mailing list of members of EMC." On August 21, 1998, the trial court ordered Baldwin County EMC to "deliver to Plaintiffs' counsel a complete copy of the Baldwin EMC members mailing list." The trial court also retained jurisdiction "until such time as the court determine that there no further need to retain jurisdiction." On August 24, 1998, the petitions were submitted "in multiple parts" to defendant Smith, who was the secretary of Baldwin County EMC. In connection with the petition process, Taylor, on August 10, 1998, petitioned the Baldwin Circuit Court (case no. These persons authorized the formation of the above named Alabama corporation and trustees Brill and Smith executed the articles of incorporation with the approval of the other persons sought to be removed." These persons, through these and other actions, demonstrate that they do not understand and/or do not believe in the cooperative *1089 and princip and way. BALDWIN SERVICES CORPORATION could be used to divert assets of EMC and its members, and to restructure the operation of EMC and assignment of EMC employees without disclosure to, or approval by, EMC membership. ![]() The creation of BALDWIN SERVICES CORPORATION was for a purpose other than the benefit or advancement of EMC and its members. EMC members would not have any control or authority over these actions, assets, contracts or money controlled by BALDWIN SERVICES CORPORATION. These persons voted for and participated in the formation of BALDWIN SERVICES CORPORATION, a corporation which provided for certain current EMC Trustees being named as Trustees or Board Members of BALDWIN SERVICES CORPORATION. which could compete with and adversely affect the EMC. "The basis for the removal of the above members of the Board of Trustees of is that they have authorized and participated in the formation of a corporation named BALDWIN SERVICES CORPORATION. To call a special meeting, the Baldwin County EMC bylaws, as well as the Alabama Business Corporation Act, Ala.Code 1975, § 10-2B-7.02(a), requires the signatures of at least 10% of the membership of the Baldwin County EMC.Įach form that was circulated consisted of three pages, the first of which stated, in pertinent part: This dispute began in April or May 1998, when approximately 200 members of Baldwin County EMC began circulating forms styled as "Petition to Remove EMC Trustees at Special Meeting." The object of the petitions was to acquire signatures demanding a special meeting of the membership to remove and replace five of the seven Baldwin County EMC trustees, namely, Peggy Vanover, John Taylor, Jr., Tommie Werneth, Steven Brill, and Samuel Smith, Jr. We dismiss as moot the appeals in case no. Aubury Fuller, one of the trustees, appealed separately. The trial court granted injunctive relief, and Baldwin County EMC and the trustees appealed. The actions were consolidated and proceeded to trial. The actions were brought in the Baldwin Circuit Court by Lloyd Taylor and others hereinafter (collectively referred to as "Taylor"), and John Lee and others hereinafter (collectively referred to as "Lee"), against Baldwin County Electric Membership Corporation ("Baldwin County EMC") and its trustees in their representative capacities. These three appeals arise out of separate actions seeking injunctive relief. Enfinger, Jr., Montrose and Lloyd Taylor and Narissa Nelson, Foley, for appellees. Kimbrough, Jr., and Frank Woodson of Turner, Onderdonk, Kimbrough & Howell, Mobile, for Tommie Werneth.įloyd C. Murchison of Murchison & Sutley, L.L.C., Foley, for Peggy R. ![]() ![]() McCoy of Hand Arendall, L.L.C., Mobile, for Steven P. Alves of Stone, Granade & Crosby, Bay Minette, for Aubury Fuller.ĭouglas L. Blackburn, P.C., Bay Minette, for Baldwin County Elec. BALDWIN COUNTY ELECTRIC MEMBERSHIP CORPORATION et al.ĭaniel G.
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