Attach to Form 990 or 990-EZ.
Information about Schedule O (Form 990 or 990-EZ) and its instructions is at| Return Reference | Explanation |
|---|---|
| FORM 990, PART VI, SECTION A, LINE 4 | BY LAWS AMENDED TO REFLECT CURRENT SCOPE OF EPSA'S MISSION, ELIMINATION OF BOARD SEAT FOR ASSOCIATE, SUPPORTING AND STATE AND REGIONAL PARTNERS, AND EXPANSION OF EXECUTIVE COMMITTE AT-LARGE MEMBERS FROM UP TO 5 TO UP TO 6. |
| FORM 990, PART VI, SECTION A, LINE 6 | EPSA MEMBERSHIP CATEGORIES BOARD MEMBER: ANY COMPANY OR ENTITY THAT IS DIRECTLY INVOLVED IN THE PRODUCTION, SALE, OR SUPPLY OF COMPETITIVE ELECTRIC POWER IS ELIGIBLE FOR MEMBERSHIP AS A BOARD MEMBER OF EPSA. ASSOCIATE MEMBER: ANY COMPANY OR ENTITY THAT IS DIRECTLY INVOLVED IN THE PRODUCTION, SALE, OR SUPPLY OF COMPETITIVE ELECTRIC POWER, IS ELIGIBLE FOR ASSOCIATE MEMBERSHIP IN EPSA, PROVIDED THEY HAVE AN EQUITY OWNERSHIP IN NOT MORE THAN 350 MWS OF COMPETITIVE GENERATION IN THE UNITED STATES, OR IF THEY OWN NO GENERATION ASSETS, SELL LESS THAN 10 MILLION MWHS OF POWER ON AN ANNUAL BASIS UNDER A FERC APPROVED MARKET-BASED TARIFF AND AS A STATE APPROVED ENERGY SERVICES PROVIDER (OR EQUIVALENT). SUPPORTING MEMBER: A COMPANY OR ENTITY IS ELIGIBLE FOR SUPPORTING MEMBERSHIP AS LONG AS THEY ARE: PRIMARILY INVOLVED IN SUPPORTING THE COMPETITIVE ELECTRIC POWER INDUSTRY, NOT PRIMARILY INVOLVED IN THE GENERATION OF ELECTRICITY OR THE MARKETING OF POWER, AND SUPPORT THE PURPOSES OF THE ASSOCIATION. STATE & REGIONAL PARTNERS: ANY STATE OR REGIONAL INDEPENDENT POWER ASSOCIATION IS ELIGIBLE FOR STATE & REGIONAL PARTNER MEMBERSHIP IN EPSA. |
| FORM 990, PART VI, SECTION A, LINE 7A | DIRECTORS ARE REPRESENTATIVES APPOINTED BY THE BOARD LEVEL MEMBER COMPANIES. EACH BOARD LEVEL MEMBER COMPANY RECEIVES ONE SEAT ON THE BOARD OF DIRECTORS. |
| FORM 990, PART VI, SECTION B, LINE 11 | A DRAFT IS PREPARED BY THE OUTSIDE ACCOUNTANT AND REVIEWED BY THE CEO IN CONSULTATION WITH THE DIRECTOR OF FINANCE. ONCE APPROVED, THE FORM IS PROVIDED TO THE EXECUTIVE COMMITTEE FOR REVIEW. AFTER THE COMMITTEE'S REVIEW, THE FORM IS SIGNED BY THE CEO, A COPY IS PROVIDED TO THE ENTIRE VOTING MEMBERSHIP OF THE BOARD, AND THEN FILED WITH THE IRS. |
| FORM 990, PART VI, SECTION B, LINE 12C | MEMBERS ARE AWARE OF THE POLICY AND ARE EXPECTED TO DISCLOSE ANY CONFLICTS. DUE TO THE SIZE OF THE ORGANIZATION THE CEO IS IN A POSITION TO MONITOR ALL ACTIVITIES OF THE STAFF ON A REGULAR BASIS BY INTERACTING WITH THEM AND THE MEMBER COMPANIES. |
| FORM 990, PART VI, SECTION B, LINE 15A | THE EXECUTIVE COMMITTEE REVIEWS THE CEO'S PERFORMANCE AND, WITH THE AID OF PUBLISHED SALARY SURVEYS, DETERMINES THE CEO'S COMPENSATION. THE COMMITTEE CHAIR THEN NOTIFIES THE CEO AND DIRECTOR OF FINANCE AND ADMINISTRATION VIA EMAIL OF THE COMMITTEE'S DECISION. THE CEO ALSO OPERATES UNDER A WRITTEN EMPLOYMENT CONTRACT. UNDER A BOARD APPROVED BUDGET, THE CEO IS AUTHORIZED TO DETERMINE KEY EMPLOYEES' SALARY WITH INPUT FROM SEARCH FIRMS AND KNOWLEDGE OF WHAT OTHERS MAKE IN COMPARABLE POSITIONS WITHIN THE INDUSTRY. |
| FORM 990, PART VI, SECTION C, LINE 19 | THE BYLAWS ARE AVAILABLE ON THE EPSA WEBSITE. IN ADDITION, THE GOVERNING DOCUMENTS, CONFLICT OF INTEREST POLICY, AND FINANCIAL STATEMENTS ARE AVAILABLE UPON REQUEST. |
| FORM 990, PART XII, LINE 2C | THE EXECUTIVE COMMITTEE OVERSEES THE AUDIT AND SELECTION OF THE AUDIT FIRM. THE PROCESS HAS NOT CHANGED FROM THE PRIOR YEAR. |
| FORM 990, PART VI, SECTION A, LINE 1A | THE BOARD DELEGATES AUTHORITY TO AN EXECUTIVE COMMITTEE WHICH CONSISTS OF UP TO 11 INDIVIDUALS: THE BOARD CHAIR, 1ST VICE CHAIR, 2ND VICE CHAIR, SECRETARY, TREASURER, AND UP TO 6 DIRECTORS ELECTED BY THE BOARD OF DIRECTORS. ALL COMMITTEE MEMBERS ARE MEMBERS OF THE BOARD OF DIRECTORS. THE COMMITTEE IS EMPOWERED TO ACT ON BEHALF ON THE BOARD. |
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