Attach to Form 990 or 990-EZ.| Identifier | Return Reference | Explanation |
|---|---|---|
| F990_P06_S0A_L02 | Form 990, Part VI, Section A, Line 2 | East Kentucky Power Cooperative, Inc., (EKPC) is a rural electric generation and transmission cooperative that provides wholesale electric power and related services to its 16 member rural electric distribution cooperatives. By virtue of their memberships, these member cooperatives own EKPC. Each of these members has a representative and an alternate representative on the Board of Directors of EKPC. Each member is a tax-exempt organization. The members are Big Sandy RECC, Blue Grass Energy Cooperative, Clark Energy Cooperative, Cumberland Valley Electric, Farmers RECC, Fleming-Mason Energy, Grayson RECC, Inter-County Energy Cooperative, Jackson Energy Cooperative, Licking Valley RECC, Nolin RECC, Owen Electric Cooperative, Salt River Electric, Shelby Energy Cooperative, South Kentucky RECC and Taylor County RECC. The director and alternate director from Cumberland Valley Electric have a family relationship. Effective June 7, 2011, as noted in the Bylaw changes outlined in Part VI, Section A, Line 4, EKPC no longer has alternate representatives serving on the EKPC Board. |
| F990_P06_S0A_L04 | Form 990, Part VI, Section A, Line 4 | The EKPC Board of Directors made several changes to its Bylaws in 2011. A Director Qualifications section was added to outline the requirements that a person must meet in order to become and remain a Director at EKPC. The qualfiications cover four areas: General Director Qualifications--includes 12 general qualifications including minimum education requirements, criminal and financal background checks, and attendance requirements; Member Qualifications--specified only one representative on the Board for each member and that representative must be a qualified member of EKPC's member (removed alternate directors); Conflict of Interest requirements; and cause for Disqualification and removal. A section was also added making the Executive Committee a permanent committee of the Board. In the event of an emergency, the Executive Committee may exercise all Board authority regarding a matter, but the Executive Committee must report any action taken at the next regular meeting of the Board of Directors. Also, the Executive Committee was given the authority to appoint the members of Board committees and their respective Chairmen. Last, a section was added to define the role of the member systems CEOs and enable their presence at Board meetings to offer input. |
| F990_P06_S0A_L06 | Form 990, Part VI, Section A, Line 6 | The organization does have members as explained on Form 990, Part VI, Section A, Line 2. |
| F990_P06_S0A_L07a | Form 990, Part VI, Section A, Line 7a | The organization does have members who may elect one or more members of the governing body as explained on Form 990, Part VI, Section A, Line 2. |
| F990_P06_S0A_L07b | Form 990, Part VI, Section A, Line 7b | The dissolution of the Cooperative, the merger or consolidation with any other corporation, or the sale, lease, exchange, transfer or other disposition of all or substantially all of the Cooperative's assets must be approved by a majority of the total members. |
| F990_P06_S0B_L11b | Form 990, Part VI, Section B, Line 11b | Per the Audit Committee Charter, the Audit Committee reviews the Form 990 to ensure compliance. A copy of the Form 990 is made available electronically to the full Board of Directors before it is filed. |
| F990_P06_S0B_L12c | Form 990, Part VI, Section B, Line 12c | Directors, key management and employees involved in the procurement process annually sign a Conflict of Interest Compliance Statement stating whether they have any actual or potential personal relationships or business interests with any vendor with which the Cooperative does business. These individuals also affirm that they have a continuing responsibility to amend their statement should changes occur in their affiliations, duties, or financial circumstances that would impact their compliance statement. All compliance statements are reviewed by Internal Audit and any stated conflicts or potential conflicts are researched with the results provided to the Audit Committe. |
| F990_P06_S0B_L15 | Form 990, Part VI, Section B, Line 15 | The President and CEO's compensation is determined by the Board of Directors in executive session based upon the results of a comparability data assessment conducted by a consulting group retained by the Board. The Chairman of the Board provides documentation of any pay change to General Counsel. General Counsel retains this documentation, along with the comparability study on file. For other officers and key employees of the organization, each job decription is ranked and assigned a salary grade. The midpoints for each salary grade are then determined using external benchmark data. Minimums and maximums are calculated and the compensation model is updated annually. |
| F990_P06_S0C_L19 | Form 990, Part VI, Section C, Line 19 | The organization's annual report, including financial statements, is posted on its own website. The conflict of interest policy is made available to vendors. The governing documents, Articles of Incorporation, Bylaws, Board and Administrative Policies are available via intranet to employees and Directors, but are not available to the public. |
| F990_P07_S0A_L01a | Form 990, Part VII, Section A, Line 1a | The compensation structure for Directors was changed in June 2011 based upon the results of a director compensation comparability study and the need to attract and retain directors with the skills needed to govern a G&T utility. The new structure recognizes and compensates directors for the considerable time and effort spent outside of meetings fulfilling their ovesight and governance roles. A questionnaire was distributed to each current and former officer, director, key employee and highest compensated employee. The questionnaire included name, title, date hours per week and signature of each individual and contained relevant Form 990 instructions and definitions. |
| F990_P11_S00_L05 | Form 990, Part XI, Line 5 | Other changes in net assets or fund balances is due to the increase in the accumulated post-retirement medical insurance benefit obligation. |
| Software ID: | 11000129 |
| Software Version: | v1.00 |