Attach to Form 990 or 990-EZ.| Identifier | Return Reference | Explanation |
|---|---|---|
| Part VI, Section A, Line 4 | Did the organization make any significant changes to its governing documents since the prior Form 990 was filed? At the organization's annual membership meeting held on April 29, 2010, five bylaw amendments passed, which included three proposals that dealt with clarifying non-natural candidate qualifications, member committee terms and service and the board delegation of duties. Another proposal changed director voting procedures and the final proposal moved the annual meeting date from the month of April to approximately six weeks later. | |
| Part VI, Section A, Line 6 | Does the organization have members or stockholders? The organization is an electric cooperative which is owned by its members, approximately 66,974 at December 31, 2010. | |
| Part VI, Section A, Line 7a | Does the organization have members, stockholders, or other persons who may elect one or more members of the governing body? The Board of Directors are elected by the membership and serve three-year terms. | |
| Part VI, Section A, Line 7b | Are any decisions of the governing body subject to approval by members, stockholders, or other persons? Changes to the organizations Bylaws and Articles of Incorporation are subject to approval by the membership. | |
| Part VI, Section A, Line 8b | Did the organization contemporaneously document the meetings held or written actions undertaken during the year by the following: Each committee with authority to act on behalf of the governing body? Board committees do not have the authority to act on behalf of the governing body. Board committees make recommendations to the governing body for approval, however, the organization contemporaneously documents the committee meetings held and written actions undertaken during the year. | |
| Part VI, Section A, Line 9 | Is there any officer, director or trustee, or key employee listed in Part VII, Section A, who cannot be reached at the organization's mailing address? Yes. David R. Smith can be reached at P.O. Box 242872, Anchorage, AK 99524-2872. | |
| Part VI, Section B, Line 11b | Describe in Schedule O the process, if any, used by the organization to review this Form 990. The Form 990 is reviewed by the CEO and senior executive staff or officers of the organization in detail, including all forms and schedules. The Form 990, including all forms and schedules, is also reviewed by our Board of Directors prior to being filed by our independent accounting firm. | |
| Part VI, Section B, line 12c | Does the organization regularly and consistently monitor and enforce compliance with the conflict of interest policy? Yes. The organization has a written conflict of interest policy which covers the Board of Directors (governing body) and all employees. The organization regularly and consistently monitors minutes and investigates potential or actual conflicts when discovered through member identification. Conflicts of an employee are reviewed and determined by the CEO, Chairman of the Board and Vice President of Human Resources. Conflicts of the CEO are reviewed and determined by the Board of Directors. Conflicts of the Board of Directors are reviewed by legal counsel and determinations are made by a vote of the Board of Directors after receiving advise from legal counsel. Any Director or employee whose conduct infringes upon either the letter or spirit of the conflict of interest policy shall be subject to: (1) if CEO, termination by appropriate action of the Board of Directors; (2) if an employee, termination by appropriate action of the CEO; or (3) if a Director, charges by the Board leading to removal in accordance with the appropriate section of the organization's Bylaws or automatic ineligibility as applicable under the circumstances. | |
| Part VI, Section B, Line 15a | Did the process for determing compensation of the following persons include a review and approval by independent persons, comparability data, and contemporaneous substation of the deliberation and decision? The compensation for the CEO was established by the Board of Directors in a three-year employment agreement effective July 1, 2008, which was approved by the Board Directors at its August 27, 2008 board meeting. A link to the minutes of that meeting are on the organization's website. Comparable compensation for similarly qualified persons in functionally comparable positions at similarly situated organizations was provided to the Board of Directors for their use in establishing the CEO's compensation. | |
| Part VI, Section C, Line 19 | Describe in Schedule O whether (and if so, how), the organization makes its governing documents, conflict of interest policy, and financial statements available to the public. The organization's governing documents, conflict of interest policy and financial statements are available on its website. | |
| Part XI, Line 5 | Other changes in net assets or fund balances (explain in Schedule O). The other changes in net assets or fund balances consist of retirement of capital credits and estate payments of ($94,278), an increase in donated capital of $72,821, and an increase in unredeemed capital credits of $90,320, totaling a net change of $68,863. |
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