2018 Annual Meeting Minutes

Unapproved Minutes of the 2018 Annual Meeting

Minutes of Regular ANNUAL Meeting of Shareholders

Chariton Valley Telephone Corporation


The regular annual meeting of the Shareholders of Chariton Valley Telephone Corporation was held Thursday, October 11th, 2018 at the Salisbury High School in Salisbury, Missouri.  Chief Executive Officer, Kirby Underberg welcomed those in attendance and those watching online through Facebook Live.  Mr. Underberg then led the audience in reciting the Pledge of Allegiance. The current Board of Directors and the Election Results Committee were introduced by Mr. Underberg.


Mr. Gary Scheiderer, President called the meeting to order at 6:00 p.m. The Election Results Committee; consisting of Corporate Attorney, Craig Johnson; Chief Finance Officer, Tina Jordan; and membership representatives, Dennie Gaines and Steve Basler; retrieved the election results online from the balloting administrator, Survey & Ballot Systems (SBS).  President Scheiderer reported that the bylaws require 4% of the 4296 outstanding voting shares to be represented by confirmed electronic vote to constitute a quorum, that 837 voting shares were confirmed, that 837 exceeded 4% of the total outstanding shares, thus a quorum was represented, and the meeting would proceed.


President Scheiderer presented the meeting notice stating the place, day and hour of the meeting and the statement of the number of directors to be elected and the names and addresses of the candidates.  He also presented the proof of mailing of the notice showing that the annual meeting notices were mailed or emailed on September 18th, 2018 to each of the members of Chariton Valley Telephone Corporation.  A motion was made, seconded and carried by voice vote to waive the reading of the official notice of meeting and proof of mailing thereof.  President Scheiderer then asked if there were any corrections or amendments to last year’s minutes.  There being none, he asked for a motion to dispense with reading of last year’s minutes and approve the minutes as printed on the annual meeting web page. A motion was made, seconded and carried by voice vote to dispense with reading of the minutes and to approve them as presented.


Mr. Kirby Underberg presented the Chief Executive Officer’s report to the audience.  The results of the elections were then announced by Attorney Craig Johnson:

Melissa Cole (Northeast Area) – 523                      Randy Asbury (South Central Area) – 276

Cheryl Dye (Northeast Area – 237                         Charlotte Miller (Southwest Area) – 518

Kelly Linneman (South Central Area) – 523           Mike Forrest (Southwest Area) – 241


Mr. Johnson then declared Melissa Cole, Kelly Linneman, and Charlotte Miller elected to the Board of Directors of Chariton Valley Telephone Corporation.


President Gary Scheiderer announced the winner of the 2019 Directory Cover Photo Contest.  Emily Binder won the contest with a photo titled Rays of Peace taken in rural Salisbury on her family farm.  Mr. Scheiderer then announced the winner of the grand prize.  Every member who voted was automatically entered in the drawing.  The winner was randomly selected by the balloting administrator, SBS.  Marion and Mary Fehling, Salisbury was declared the winner of the grand prize, a 2018 John Deere Gator.


There being no further business to come before the meeting, a motion was made and seconded and the meeting was adjourned at 6:16 p.m.




Holly Wooldridge, Secretary of the Board

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