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TIN:
SCHEDULE O
(Form 990 or 990-EZ)
Department of the Treasury
Internal Revenue Service
(Form 990 or 990-EZ)
Department of the Treasury
Internal Revenue Service
Supplemental Information to Form 990 or 990-EZ
Complete to provide information for responses to specific questions on
Form 990 or 990-EZ or to provide any additional information.
Attach to Form 990 or 990-EZ.
Information about Schedule O (Form 990 or 990-EZ) and its instructions is atwww.irs.gov/form990.
OMB No. 1545-0047
2014
Open to Public
Inspection
Inspection
Name of the organization
SOUTHERN MONTANA ELECTRIC G & T COOPERATIVE INC
Employer identification number
72-1560392
72-1560392
| Return Reference | Explanation |
|---|---|
| FORM 990, PART VI, SECTION A, LINE 1 | EACH MEMBER COOPERATIVE HAS TWO TRUSTEES ON THE BOARD OF TRUSTEES. THE TWO TRUSTEES, TOGETHER, HAVE ONE VOTE. THE BOARD OF TRUSTEES ELECTS THE OFFICERS OF THE BOARD. THE OFFICES OF SECRETARY AND TREASURER MAY BE HELD BY THE SAME PERSON. |
| FORM 990, PART VI, SECTION A, LINE 4 | AMENDED BYLAWS AND ARTICLES OF INCORPORATION WERE FILED WITH AN EFFECTIVE DATE OF JUNE 27, 2014, AS PART OF THE PLAN OF REORGANIZATION. SIGNIFICANT CHANGES TO THE BYLAWS ARE AS FOLLOWS: 1. REFERENCES TO THE COOPERATIVE AND THE MEMBER(S) WERE UPDATED TO INCLUDE REFERENCE TO THE PLAN. 2. ARTICLE I - MEMBERS, SECTION 6, EXPULSION OF MEMBERS. THE BOARD OF TRUSTEES OF THE COOPERATIVE MAY, BY THE AFFIRMATIVE VOTE OF NOT LESS THAN THREE-FOURTHS (3/4) OF THE TRUSTEES COMPRISING THE BOARD OF TRUSTEES, EXPEL ANY MEMBER OF THE COOPERATIVE, WHICH SHALL HAVE WILLFULLY VIOLATED OR REFUSED TO COMPLY WITH ANY OF THE PROVISIONS OF THE ARTICLES OF INCORPORATION OR THE BYLAWS OF THE COOPERATIVE. 3. ARTICLE I - MEMBERS, SECTION 10, PROPERTY INTEREST OF MEMBERS. AMENDED TO INCLUDE THE FOLLOWING: ADDITIONALLY, CONSISTENT WITH SECTION 5.10 OF THE PLAN, THE MEMBERS SHALL HAVE THE RIGHT, SUBJECT TO CONSENT BY THE ADMINISTRATOR ("ADMINISTRATOR") OF WESTERN AREA POWER ADMINISTRATION ("WAPA") AND COMPLIANCE WITH THE PLAN TO ALLOCATE THE COOPERATIVE'S REMAINING WAPA CONTRACTUAL POWER SUPPLY RIGHTS AMONG THEMSELVES. 4. ARTICLE III - TRUSTEES, SECTION 1, GENERAL. THE TRUSTEES SHALL BE CHOSEN AND ELECTED FROM PERSONS WHO ARE DIRECTORS OR TRUSTEES OF CLASS A MEMBERS OF THE COOPERATIVE. 5. ARTICLE V - OFFICERS, SECTION 1, OFFICERS. ON THE EFFECTIVE DATE (AS DEFINED IN THE PLAN), THE OFFICERS OF THE CORPORATION SHALL BE: PRESIDENT - DAVID DOVER (FERGUS), VICE PRESIDENT - JIM DECOCK (MID-YELLOWSTONE), SECRETARY/TREASURER - ARLEEN BOYD (BEARTOOTH), AND ASSISTANT SECRETARY - DEEDEE ISAACS (TONGUE RIVER). 6. ARTICLE VII - NON-PROFIT OPERATION, SECTION 2, PATRONAGE CAPITAL IN CONNECTION WITH FURNISHING ELECTRIC SERVICE. THE FOLLOWING WAS ADDED/UPDATED: SUBJECT TO SECTION 4.2(B)(V) OF THE PLAN, ALL SUCH AMOUNTS CREDITED TO THE CAPITAL ACCOUNT OF ANY PATRON SHALL HAVE THE SAME STATUS AS THOUGH THEY HAD BEEN PAID TO THE PATRON IN CASH IN PURSUANCE OF A LEGAL OBLIGATION TO DO SO AND THE PATRON HAD THEN FURNISHED THE COOPERATIVE CORRESPONDING AMOUNTS FOR CAPITAL. ALL ACTIONS TAKEN BY THE BOARD OF TRUSTEES IN ACCORDANCE WITH THIS PARAGRAPH MUST CONFORM WITH THE REQUIREMENTS OF THE PLAN AND THE INDENTURE OF MORTGAGE, SECURITY AGREEMENT, AND FINANCING STATEMENT DATED AS OF FEBRUARY 26, 2010, BETWEEN THE COOPERATIVE AND U.S. BANK NATIONAL ASSOCIATION, AS TRUSTEE, AS AMENDED OR SUPPLEMENTAL FROM TIME TO TIME (THE "INDENTURE"). ALL OTHER AMOUNTS RECEIVED BY THE COOPERATIVE FROM ITS OPERATIONS IN EXCESS OF COSTS AND EXPENSES SHALL, INSOFAR AS PERMITTED BY LAW, BE (A) USED TO OFFSET ANY LOSSES INCURRED DURING THE CURRENT OR ANY PRIOR FISCAL YEAR, AND (B) USED TO FUND SUCH RESERVES FOR IMPROVEMENT, NEW CONSTRUCTION, DEPRECIATION AND CONTINGENCIES AS THE BOARD OF TRUSTEES MAY PRESCRIBE FROM TIME TO TIME, AND TO THE EXTENT NOT NEEDED FOR THOSE PURPOSES, SUCH AMOUNTS RECEIVED BY THE COOPERATIVE FROM ITS OPERATIONS IN EXCESS OF COSTS AND EXPENSES SHALL BE ALLOCATED TO ITS PATRONS ON A PATRONAGE BASIS AND ANY AMOUNT SO ALLOCATED SHALL BE INCLUDED AS PART OF THE CAPITAL CREDITED TO THE ACCOUNTS OF PATRONS, AS HEREIN PROVIDED. ALL ACTIONS TAKEN BY THE BOARD OF TRUSTEES IN ACCORDANCE WITH THIS PARAGRAPH MUST CONFORM WITH THE REQUIREMENTS OF THE PLAN AND THE INDENTURE. 7. ARTICLE VII - NON-PROFIT OPERATION, SECTION 3, PATRONAGE REFUNDS IN CONNECTION WITH FURNISHING OTHER SERVICES. THE FOLLOWING WAS DELETED: IN THE EVENT THE COOPERATIVE SHOULD ENGAGE IN THE BUSINESS OF FURNISHING GOODS OR SERVICES OTHER THAN ELECTRIC SERVICE, TO PATRONS OTHER THAN THOSE RECEIVING SUCH SERVICE UNDER A CLASS OF SERVICE WHICH DOES NOT PROVIDE FOR CONTRIBUTIONS OF CAPITAL, ALL AMOUNTS RECEIVED AND RECEIVABLE THERE FROM WHICH ARE IN EXCESS OF COSTS AND EXPENSES PROPERLY CHARGEABLE AGAINST THE FURNISHING OF SUCH GOODS OR SERVICES MAY BE USED TO OFFSET ANY LOSSES ASSOCIATED WITH THE PROVIDING OF SUCH GOODS OR SERVICES INCURRED DURING THE CURRENT OR ANY PRIOR FISCAL YEAR OR TO FUND RESERVES FOR IMPROVEMENT, NEW CONSTRUCTION, DEPRECIATION AND CONTINGENCIES, ALL IN SUCH AMOUNTS AS MAY BE DETERMINED BY THE BOARD OF TRUSTEES, AND THE REMAINING EXCESS AMOUNT SHALL, INSOFAR AS PERMITTED BY LAW, BE PRORATED ANNUALLY ON A PATRONAGE BASIS AND RETURNED TO THOSE PATRONS FROM WHOM SUCH AMOUNTS WERE OBTAINED. 8. ARTICLE VII - NON-PROFIT OPERATION, SECTION 7, OTHER SERVICES OF THE COOPERATIVE. THE FOLLOWING WAS DELETED: TO THE EXTENT THE COOPERATIVE ELECTS TO ENGAGE IN THE BUSINESS OF FURNISHING PRODUCTS AND SERVICES OTHER THAN ELECTRIC SERVICE ON A COOPERATIVE BASIS, AMOUNTS RECEIVED AND RECEIVABLE THEREFROM IN EXCESS OF OPERATING COSTS AND EXPENSES PROPERLY CHARGEABLE AGAINST THE FURNISHING OF SUCH PRODUCTS AND SERVICES SHALL BE, INSOFAR AS PERMITTED BY LAW, ALLOCATED AND ASSIGNED ANNUALLY ON A PATRONAGE BASIS AND CREDITED ON THE BOOKS OF THE COOPERATIVE AS PATRONAGE CAPITAL TO THOSE PATRONS SO FURNISHED SUCH PRODUCTS AND SERVICES, IN SUBSTANTIALLY THE SAME MANNER PROVIDED IN THIS PARAGRAPH WITH RESPECT TO FURNISHING ELECTRIC SERVICE. 9. ARTICLE VII - DISPOSITION OF PROPERTY, SECTION 1. WITH RESPECT TO THE DISPOSITION OF HGS (AS DEFINED IN THE PLAN), THE TERMS AND CONDITIONS OF THE PLAN SHALL CONTROL NOTWITHSTANDING ANYTHING TO THE CONTRARY CONTAINED THEREIN. A. THE BOARD OF TRUSTEES OF THE COOPERATIVE, WITHOUT AUTHORIZATION BY THE MEMBERS THEREOF BUT SUBJECT TO THE APPLICABLE PROVISIONS OF THE PLAN, SHALL HAVE FULL POWER AND AUTHORITY TO AUTHORIZE THE EXECUTION AND DELIVERY OF A MORTGAGE OR MORTGAGES OR A DEED OR DEEDS OF TRUST UPON THE PLEDGING OR ENCUMBRANCE OF ANY OR ALL THE PROPERTY, ASSETS, RIGHTS, PRIVILEGES, LICENSES, FRANCHISES, AND PERMITS OF THE COOPERATIVE, WHETHER ACQUIRED OR TO BE ACQUIRED AND WHEREVER SITUATED, AS WELL AS THE REVENUES AND INCOME THEREFROM, ALL UPON SUCH TERMS AND CONDITIONS AS THE BOARD OF TRUSTEES SHALL DETERMINE, TO SECURE ANY INDEBTEDNESS OF THE COOPERATIVE TO THE UNITED STATES OF AMERICA OR ANY INSTRUMENTALITY OR AGENCY THEREOF OR TO ANY OTHER FINANCING SOURCE WITHIN THE UNITED STATES. B. BEFORE A MEETING IS HELD TO VOTE ON AUTHORIZATION OF DISPOSITION OF COOPERATIVE PROPERTY, THE BOARD OF TRUSTEES SHALL: HAVE THE PROPERTY APPRAISED BY THREE APPRAISERS EACH OF WHOM SHALL ISSUE A SEPARATE APPRAISAL, CHOSEN BY THE BOARD AND NOT ASSOCIATED WITH THE COOPERATIVE OR A PROPOSED BUYER OF COOPERATIVE PROPERTY; CONFER WITH COUNSEL REGARDING WHETHER ANY SUCH ACTION IS CONSISTENT WITH AND NOT IN VIOLATION OF THE PLAN. |
| FORM 990, PART VI, SECTION A, LINE 6 | THE COOPERATIVE IS MADE UP OF FOUR MEMBERS, ALL OF WHICH ARE DISTRIBUTION COOPERATIVES. |
| FORM 990, PART VI, SECTION A, LINE 7A | MEMBERS OF EACH MEMBER COOPERATIVE ELECT, DESIGNATE, OR APPOINT TWO TRUSTEES FROM ITS MEMBERSHIP TO SERVE ON THE BOARD OF SOUTHERN MONTANA. |
| FORM 990, PART VI, SECTION A, LINE 8B | NO COMMITTEES HAVE BROAD AUTHORITY TO ACT ON BEHALF OF THE GOVERNING BODY. |
| FORM 990, PART VI, SECTION B, LINE 11 | MANAGEMENT AND THE BOARD OF DIRECTORS REVIEWED THE FORM 990 PRIOR TO SUBMITTAL. |
| FORM 990, PART VI, SECTION B, LINE 15 | THE INTERIM MANAGER'S SALARY WAS DETERMINED AT THE DISCRETION OF THE BOARD PRESIDENT. HE APPROVES ALL OF THE INTERIM MANAGER'S TIMESHEETS. |
| FORM 990, PART VI, SECTION C, LINE 19 | NO DOCUMENTS AVAILABLE TO THE PUBLIC. |
| FORM 990, PART XI, LINE 9: | MEMBER SETTLEMENT ADJUSTMENT 23,225,239. IMPAIRMENT OF NONUTILITY PROPERTY -155,000. |
| PLAN OF REORGANIZATION AFTER BANKRUPTCY | THE FILING ORGANIZATION FILED FOR CHAPTER 11 BANKRUPTCY IN OCTOBER, 2011. THE EFFECTIVE DATE THE ORGANIZATION CAME OUT OF BANKRUPTCY WAS JUNE 27, 2014. A RESOLUTION WAS ADOPTED BY THE BOARD OF TRUSTEES OF SOUTHERN AT THEIR REGULAR MEETING ON MARCH 18, 2015, STATING THEIR INTENT TO DISSOLVE SOUTHERN MONTANA UPON THE SATISFACTION OF ALL OUTSTANDING CONTRACTUAL COMMITMENTS OWED TO THIRD PARTIES THAT WERE IN PLACE AT THE TIME OF SUCH SATISFACTION OF THE TERMS OF ITS CONFIRMED CHAPTER 11 PLAN OF REORGANIZATION. |
For Paperwork Reduction Act Notice, see the Instructions for Form 990 or 990-EZ.
Cat. No. 51056K
Schedule O (Form 990 or 990-EZ) 2014
Additional Data
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