Attach to Form 990 or 990-EZ.
Go to www.irs.gov/Form990 for the latest information.
| Return Reference | Explanation |
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| FORM 990, PART VI, SECTION A, LINE 1 | THE COOPERATIVE HAS 9 BOARD MEMBERS; ALL 9 ARE ALLOWED TO VOTE, HOWEVER THE BOARD CHAIRMAN VOTES ONLY IN THE CASE OF A TIE. |
| FORM 990, PART VI, SECTION A, LINE 2 | BUSINESS RELATIONSHIP: ALAN HUNNICUTT (DIRECTOR) AND KRISTY NOBLE (DIRECTOR) SHARE A BUSINESS RELATIONSHIP. ROB BOAZ (PRESIDENT/CEO) AND ALAN HUNNICUTT (DIRECTOR) BOTH SERVE ON THE BOARD OF ARKANSAS ELECTRIC COOPERATIVE CORPORATION AT THE REQUEST OF AND FOR THE BENEFIT OF THE COOPERATIVE. ROB BOAZ (PRESIDENT/CEO) AND CARLA HATHORN (DIRECTOR) BOTH SERVE ON THE BOARD OF ARKANSAS ELECTRIC COOPERATIVE, INC. AT THE REQUEST OF AND FOR THE BENEFIT OF THE COOPERATIVE. |
| FORM 990, PART VI, SECTION A, LINE 4 | DURING THE YEAR, CHANGES WERE MADE TO THE COOPERATIVE'S BYLAWS. HERE IS A SUMMARY OF THE CHANGES: ARTICLE I - MEMBERSHIP SECTION 1. REQUIREMENTS FOR MEMBERSHIP, WAS AMENDED TO ADD "IF A MEMBER PRESENTLY HAS, OR OVER THE COURSE OF TIME HAS HAD, MULTIPLE ACCOUNT LOCATIONS, THE TERMS AND CONDITIONS FOR ALL ACCOUNT LOCATIONS SHALL BE CONTROLLED BY THE MOST RECENTLY EXECUTED WRITTEN APPLICATION FOR SERVICE. IN THE EVENT NEITHER THE MEMBER OR COOPERATIVE CAN PRODUCE A WRITTEN APPLICATION FOR SERVICE, THE TERMS AND CONDITIONS FROM THE COOPERATIVE'S CURRENT APPLICATION FOR SERVICE CONTROL." THIS SECTION WAS ALSO AMENDED TO CLARIFY THAT NO MEMBERSHIP SHALL BE TRANSFERABLE WITHOUT MUTUAL CONSENT OF THE COOPERATIVE AND MEMBER. SECTION 2. MEMBERSHIP AGREEMENT, WAS AMENDED TO CLARIFY THAT THE MEMBER ACKNOWLEDGES AND AGREES TO CERTAIN CONDITIONS. MEMBERS AGREE TO THE FOLLOWING NEW CONDITIONS ADDED AS (D) THROUGH (G): (D) TO THE TERMS, CONDITIONS, RATES, RULES AND TARIFFS APPROVED BY THE ARKANSAS PUBLIC SERVICE COMMISSION, REGARDLESS IF THE MEMBER'S CITIZENSHIP OR PREMISES SERVED BY THE COOPERATIVE IS IN ARKANSAS OR ELSEWHERE; (E) TO PROVIDE THE COOPERATIVE SAFE, RELIABLE AND ONGOING ACCESS TO MAINTAIN THE COOPERATIVE'S PROPERTY LOCATED ON THE MEMBER'S PREMISES AND GRANT OR CONVEY TO THE COOPERATIVE A UTILITY EASEMENT FOR THE PURPOSE OF SUPLLYING ELECTRICITY TO THE MEMBER AND/OR OTHER MEMBERS; (F) TO ABIDE BY ALL APPLICABLE SAFETY CODES AND REGULATIONS, INCLUDING THE NATIONAL ELECTRIC SAFETY CODE (NESC), NATIONAL ELECTRIC CODE (NEC), AND OTHER INDUSTY AND COOPERATIVE SAFETY STANDARDS; AND (G) THE MEMBER SHALL INDEMNIFY THE COOPERATIVE FOR, AND HOLD THE COOPERATIVE HARMLESS FROM LIABILITIES, DAMAGES, COSTS, OR EXPENSES, INCLUDING REASONABLE ATTORNEY FEES AND LEGAL EXPENSES INCURRED BY THE COOPERATIVE, OR BY A COOPERATIVE DIRECTOR, OFFICER, EMPLOYEE, AGENT, OR REPRESENTATEIVE, AND CAUSED BY THE NEGLIGENCE, GROSS NEGLIGENCE OR WILLFUL MISCONDUCT OF THE MEMBER, OR BY THE UNSAFE OR DEFECTIVE CONDITION OF THE MEMBER'S PREMISES AND PROPERTY. SECTION 3. INACTIVE MEMBERSHIP WAS ADDED AS A NEW SECTION AND ALL EXISTING SECTIONS WERE RE-NUMBERED. IT PROVIDES THAT MEMBERS WHO CEASE TO RECEIVE ELECTRIC SERVICE FROM THE COOPERATIVE SHALL BE REFUNDED THEIR MEMBERSHIP FEE BUT WILL BE CLASSIFIED AS INACTIVE MEMBERS AS LONG AS PATRONAGE EQUITY IS HELD BY THE COOPERATIVE. IT IS THE INACTIVE MEMBER'S RESPONSIBILITY TO ALERT THE COOPERATIVE OF ANY FUTURE MAILING ADDRESS CHANGE(S). CONSISTENT WITH ARK. CODE ANN. 23-18-320(E) INACTIVE MEMBERS HOLD NO VOTING RIGHTS BUT SHALL OTHERWISE REMAIN SUBJECT TO THE PROVISIONS OF THESE BYLAWS AS SPECIFICALLY DETERMINED. SECTION 4. RESOLUTIONS AND DISPUTES WAS AMENDED SO THAT THIS SECTION INCLUDES AND APPLIES TO INACTIVE MEMBERS. ARTICLE II MEETINGS OF THE MEMBERS: SECTION 1. ANNUAL MEETINGS WAS AMENDED TO STATE THAT A POSTPONEMENT OF THE ANNUAL MEETING SHALL ONLY AFFECT THE NOTICE OF THE MEETING. ARTICLE III BOARD MEMBERS: SECTION 3. ELECTION AND TENURE OF OFFICE WAS MODIFIED TO REFERENCE OTHER SECTIONS OF THE BYLAWS REGARDING WHEN A DIRECTOR'S TERM OF SERVICE ENDS. SECTION 7. VACANCIES WAS AMENDED TO CLARIFY THAT THE FILLING OF VACANCIES IS SUBJECT TO ARK. CODE ANN. 23-18-321 AND THE BYLAWS. ADDITIONALLY, A VACANT POSITION MAY BE FILLED BY A QUALIFIED CANDIDATE, AS DETERMINED BY THE NOMINATING OFFICIAL, UPON THE AFFIRMATIVE VOTE OF A MAJORITY OF THE REMAINING DIRECTORS UNTIL THE TERM OF THE VACANT OFFICE EXPIRES. ARTICLE IV MEETINGS OF DIRECTORS: SECTION 3. NOTICE OF SPECIAL MEETINGS WAS AMENDED TO STATE THAT IF NOTICE IS DELIVERED PERSONALLY THROUGH ELECTRONIC MEANS, IT SHALL BE DEEMED TO BE DELIVERED AFTER THREE DATES OR ONCE DELIVERY IS CONFIRMED BY THE RECIPIENT. ARTICLE VI NON-PROFIT OPERATION: SECTION 2. PATRONAGE CAPITAL IN CONNECTION WITH FURNISHING ELECTRIC ENERGY WAS AMENDED TO CLARIFY THAT THE RIGHT TO ASSIGN PATRONAGE CAPITAL CREDITED TO A MEMBER'S ACCOUNT ALSO APPLIES TO INACTIVE MEMBERS WITH RESPECT TO A SUCCESSOR IN INTEREST. ARTICLE X MISCELLANEOUS: SECTION 1. GOVERNING LAW WAS AMENDED TO STATE THAT THE BYLAWS SHALL BE GOVERNED BY, AND INTERPRETED UNDER, THE LAWS OF THE STATE OF ARKANSAS. SECTION 2. PARTIAL INVALIDITY WAS ADDED AND ALL OTHER SECTIONS WERE RE-NUMBERED. THE NEW SECTION STATES THAT WHEN REASONABLY POSSIBLE, EVERY BYLAW ARTICLE, SECTION, SUBSECTION, PARAGRAPH, SENTENCE, CLAUSE, OR PROVISION (COLLECTIVELY, "BYLAW PROVISION") MUST BE INTERPRETED IN A MANNER BY THE BYLAW PROVISION IS VALID. THE INVALIDATION OF A BYLAW PROVISION BY AN ENTITY POSSESSING PROPERTY JURISDICTION AND AUTHORITY, WHICH INVALIDATION DOES NOT ALTER THE FUNDAMENTAL RIGHTS, DUTIES AND RELATIONSHIP BETEEN THE COOPERATIVE AND MEMBERS, DOES NOT INVLIDATE THE RMAINING BYLAW PROVISIONS. A COMPLETE COPY OF THE BYLAWS IS LOCATED ON THE COOPERATIVE'S WEBSITE, WWW.CARROLLECC.COM/COOPERATIVE-MISSION. |
| FORM 990, PART VI, SECTION A, LINE 6 | THE COOPERATIVE WAS FORMED BY THE MEMBERS TO PROVIDE ELECTRIC SERVICE AT COST ON A COOPERATIVE BASIS. |
| FORM 990, PART VI, SECTION A, LINE 7A | THE MEMBERS OF THE COOPERATIVE VOTE ON THE BOARD OF DIRECTORS. ELECTIONS ARE DONE VIA UNITED STATES MAIL ON A ONE MEMBER ONE VOTE BASIS. MEMBERS COMPLETE AND RETURN WRITTEN BALLOTS IN A SEALED ENVELOPE ADDRESSED TO THE SECRETARY OF THE COOPERATIVE. |
| FORM 990, PART VI, SECTION A, LINE 7B | THE FOLLOWING ACTS REQUIRE APPROVAL OF THE MEMBERS OF THE COOPERATIVE: 1. DISSOLUTION/LIQUIDATION OF THE COOPERATIVE 2. MERGER OR CONSOLIDATION OF THE COOPERATIVE WITH ANOTHER ORGANIZATION 3. DISPOSAL OF A SUBSTANTIAL PORTION OF THE COOPERATIVE'S ASSETS 4. AMENDMENT TO THE ARTICLES OF INCORPORATION |
| FORM 990, PART VI, SECTION A, LINE 8B | THE COOPERATIVE HAS NO COMMITTEES WITH AUTHORITY TO ACT ON BEHALF OF THE GOVERNING BODY. THEREFORE, AND PURSUANT TO FORM 990 INSTRUCTIONS, THE QUESTION HAS BEEN ANSWERED "NO". |
| FORM 990, PART VI, SECTION B, LINE 11B | MANAGEMENT AND PAID PREPARER REVIEW DRAFTS OF FORM 990 PRIOR TO E-FILING. BOARD REVIEWS ANNUAL FILINGS AT MONTHLY MEETINGS. |
| FORM 990, PART VI, SECTION B, LINE 12C | OFFICIALS MUST COMPLETE AND SIGN A CONFLICT OF INTEREST CERTIFICATION AND DISCLOSURE FORM ATTACHED TO THE CONFLICT OF INTEREST POLICY. EACH OFFICIAL IS RESPONSIBLE FOR ENSURING THAT THE FORM IS KEPT CURRENT AND MUST IMMEDIATELY SUBMIT AN UPDATED FORM TO THE APPROPRIATE ETHICS COMMITTEE IF THERE IS ANY MATERIAL CHANGE TO ANY OF THE INFORMATION CONTAINED IN THE FORM. PER THE POLICY DEFINITION, OFFICIAL MEANS A DIRECTOR, OFFICER, AN EMPLOYEE WHO IS RESPONSIBLE FOR THE PROCUREMENT OF GOODS AND SERVICES INCLUDING THE SELECTION, AWARD, OR ADMINISTRATION OF CONTRACTS DURING NORMAL OR EMERGENCY SITUATIONS, OR KEY EMPLOYEE AS DEFINED BY THE INTERNAL REVENUE SERVICE. |
| FORM 990, PART VI, SECTION B, LINE 15 | THE BOARD OF DIRECTORS USE A COMPENSATION SURVEY AND COMPARE COMPENSATION REPORTED ON OTHER COOPERATIVE'S IRS FORMS 990 WHEN DETERMINING THE COMPENSATION OF THE PRESIDENT/CEO. THE SURVEY SHOWS COMPARATIVE SALARIES FOR PRESIDENTS/CEOS FROM SIMILARLY SITUATED COOPERATIVES LOCATED IN ARKANSAS AND THE NATION. THE BOARD AND THE PRESIDENT/CEO USE A COMPENSATION SURVEY AND COMPARE COMPENSATION REPORTED ON OTHER COOPERATIVES' IRS FORMS 990 WHEN DETERMINING THE COMPENSATION OF THE COOPERATIVE'S OTHER EMPLOYEES MEETING THE DEFINITION OF OFFICER AND KEY EMPLOYEES, IF ANY. THE SURVEY INCLUDES SALARIES FROM SIMILARLY SITUATED COOPERATIVES THROUGHOUT ARKANSAS AND THE NATION. |
| FORM 990, PART VI, SECTION C, LINE 19 | THE ARTICLES OF INCORPORATION AND THE BYLAWS OF THE COOPERATIVE ARE PROVIDED IN WRITTEN OR ELECTRONIC FORM UPON REQUEST. THE BYLAWS ARE AVAILABLE ON THE COOPERATIVE'S WEBSITE. THE ANNUAL FINANCIAL REPORT IS DISTRIBUTED TO ALL MEMBERS IMMEDIATELY PRIOR TO THE ANNUAL MEETING OF THE MEMBERS. ANY MEMBER, UPON REQUEST, IS PROVIDED A COMPLETE COPY OF THE COOPERATIVE'S AUDIT REPORT. |
| FORM 990, PART VIII, LINE 2B: | PATRONAGE DIVIDENDS RESULT FROM THE PURCHASE OF WHOLESALE POWER FROM A GENERATION & TRANSMISSION COOPERATIVE. PATRONAGE DIVIDENDS ALSO RESULT FROM THE PAYMENT OF INTEREST FROM COOPERATIVE BANKS AND THE PURCHASE OF SUPPLIES AND SERVICES FROM OTHER COOPERATIVE ORGANIZATIONS. THE EXPENSES ASSOCIATED WITH PURCHASES FROM AND PAYMENTS TO SUCH COOPERATIVE ORGANIZATIONS ARE A DIRECT COMPONENT OF COST OF THE ELECTRIC SERVICE PROVIDED BY THE COOPERATIVE TO ITS MEMBERS. |
| FORM 990, PART IX: | THE ACCOUNTING RECORDS OF THE COOPERATIVE ARE MAINTAINED IN ACCORDANCE WITH THE RUS UNIFORM SYSTEM OF ACCOUNTS (USOA) PRESCRIBED FOR RUS ELECTRIC BORROWERS. THE USOA DOES NOT RECORD EXPENSES IN THE GENERAL EXPENSE CATEGORIES PROVIDED ON PART IX LINES 1-23. THE COOPERATIVE SEPARATELY REPORTS SALARIES AND WAGES, EMPLOYEE BENEFITS AND PAYROLL TAXES THAT ARE ALLOCATED IN ACCORDANCE WITH THEIR ACCOUNTING SYSTEM, BUT OTHER EXPENSES THAT ARE DESCRIBED IN LINES 1-23 ARE REPORTED ON LINE 24 UNDER THE EXPENSE CATEGORIES REQUIRED BY THE USOA. |
| FORM 990, PART IX, LINES 5-7: | SALARIES AND WAGES ARE ALLOCATED TO ASSET, LIABILITY, AND EXPENSE ACCOUNTS BASED ON THE ACCOUNTING SYSTEM DESCRIBED ABOVE. THE FOLLOWING SCHEDULE RECONCILES AMOUNTS REPORTED ON LINES 5-7 TO TOTAL WAGES ACCRUED AND/OR PAID: TOTAL PER LINES 5-7 $16,363,747 LESS: DIRECTOR FEES REPORTED ON FORMS 1099-MISC (292,916) PLUS: DIRECTOR RETIREMENT BENEFITS INCLUDED IN LINE 5 (833) LESS: OFFICER BENEFITS REPORTED ON LINE 5 (596,190) PLUS: SALARIES AND WAGES CAPITALIZED DIRECTLY TO PLANT 7,657,304 PLUS: SALARIES AND WAGES CAPITALIZED/EXPENSED INDIRECTLY THROUGH CLEARING AND OTHER ACCOUNTS 2,389,129 TOTAL WAGES ACCRUED AND/OR PAID: $25,520,241 |
| FORM 990, PART IX, LINE 24: | ADMINISTRATIVE AND GENERAL EXPENSE IS COMPRISED OF THE FOLLOWING: ADMINISTRATIVE & GENERAL SALARIES, BENEFITS, & OTHER $ 4,372,347 OFFICE SUPPLIES 1,315,552 OUTSIDE SERVICES 157,003 PENSION & BENEFITS 1,906,844 REGULATORY COMMISION 306,106 DUPLICATE CHARGES (CREDIT) (164,333) MISCELLANEOUS GENERAL 4,140,293 DIRECTORS 311,202 MAINTENANCE OF GENERAL PLANT 2,376,303 TOTAL ADMIN & GENERAL EXP PER FINANCIAL STATEMENTS $14,721,317 LESS: RECLASS OF DONATIONS TO PART IX, LINE 1 (25,160) LESS: RECLASS OF DIRECTOR FEES TO PART IX, LINE 5 (293,749) LESS: RECLASS OF LABOR TO PART IX, LINES 5 & 7 (4,966,951) LESS: RECLASS OF BENEFITS TO PART IX, LINES 8-10 (2,493,469) TOTAL ADMIN & GENERAL EXPENSE PER FORM 990, PART IX $ 6,941,988 |
| FORM 990, PART IX, LINE 4: | PURSUANT TO THE FORM 990 INSTRUCTIONS, THE AMOUNT OF PATRONAGE DIVIDENDS PAID TO THE MEMBERS (HEREINAFTER REFERRED TO AS "PATRONS") SHOULD BE REPORTED ON PART IX, LINE 4. THE PHRASE "PATRONAGE DIVIDENDS PAID" REFERS TO THE PROCESS, SUBSEQUENT TO YEAR-END, BY WHICH THE COOPERATIVE ALLOCATES PATRONAGE CAPITAL TO AND, THEREFORE, OPERATES AT COST WITH ITS PATRONS. THE COOPERATIVE'S TAX EXEMPT PURPOSE IS TO PROVIDE ELECTRICITY TO ITS PATRONS AND TO DO SO ON A COOPERATIVE BASIS. TAX LAW DEFINES "OPERATING ON A COOPERATIVE BASIS" AS SUBORDINATION OF CAPITAL, DEMOCRATIC CONTROL, AND OPERATION AT COST. THE COOPERATIVE OPERATES AT COST THROUGH THE ALLOCATION OF TRUE PATRONAGE DIVIDENDS (ALSO REFERRED TO AS ALLOCATIONS OF PATRONAGE CAPITAL) TO ITS PATRONS. PATRONAGE DIVIDENDS ARE CONSIDERED PAID IF THE ALLOCATION IS MADE (1) PURSUANT TO A PRE-EXISTING OBLIGATION, (2) FROM THE MARGINS PRODUCED FROM THE TRANSACTIONS DONE WITH OR FOR PATRONS, AND (3) IN A FAIR AND EQUITABLE MANNER ON THE BASIS OF PATRONAGE (I.E. PURCHASES). ADDITIONALLY, THE ALLOCATION OF PATRONAGE DIVIDENDS SHOULD BE MADE WITHIN A REASONABLE TIME PERIOD AFTER THE CLOSE OF THE COOPERATIVE'S YEAR-END OF DECEMBER 31. EACH ONE OF THESE REQUIREMENTS FOR A TRUE PATRONAGE DIVIDEND IS PROVIDED FOR IN THE NON-PROFIT OPERATION ARTICLE OF THE COOPERATIVE'S BYLAWS. THE AMOUNT REPORTED ON PART IX, LINE 4 REPRESENTS THE AMOUNT OF PATRONAGE CAPITAL THAT IS EITHER ALLOCATED OR TO BE ALLOCATED TO THE PATRONS RESULTING FROM THEIR PURCHASE OF ELECTRICITY FROM THE COOPERATIVE FOR THE 2020 CALENDAR YEAR. BECAUSE PATRONAGE DIVIDENDS ARE THE PROCESS BY WHICH THE COOPERATIVE OPERATES AT COST WITH ITS PATRONS AND THEREBY A KEY COMPONENT TO ACCOMPLISHING ITS EXEMPT PURPOSE, THE COOPERATIVE HAS REPORTED SUCH AMOUNTS AS AN EXPENSE FOR FORM 990 REPORTING. PATRONAGE DIVIDENDS ARE NOT AN EXPENSE FOR FINANCIAL STATEMENTS PREPARED IN ACCORDANCE WITH GENERALLY ACCEPTED ACCOUNTING PRINCIPLES, HOWEVER. |
| FORM 990, PART IX, LINE 24E: | OTHER EXPENSES ARE COMPRISED OF THE FOLLOWING: TRANSMISSION $ 543,679 OTHER DEDUCTIONS 92,791 TOTAL OTHER EXPENSES PER FORM 990, LINE 24E $ 636,470 |
| FORM 990, PART XI, LINE 9: | NET CHANGE IN MEMBERSHIPS 78,200. PATRONAGE CAPITAL ALLOCATED OR TO BE ALLOCATED 10,167,512. PATRONAGE CAPITAL RETIRED - DECLARED -3,126,081. PATRONAGE CAPITAL RETIRED - DISCOUNT 2,347. UNCLAIMED PATRONAGE RETIREMENTS RETAINED PER STATE LAW 2,381,742. OTHER COMPREHENSIVE INCOME(LOSS) -1,472,063. |
| FORM 990, PART XII, LINE 2B: | AUDITED FINANCIAL STATEMENTS WERE PREPARED BY AN INDEPENDENT ACCOUNTANT FOR THE COOPERATIVE'S FINANCIAL STATEMENT AUDIT YEAR END OF FEBRUARY 28TH. THE TAX RETURN HAS BEEN AND CONTINUES TO BE PREPARED BASED ON A CALENDAR TAX YEAR END OF DECEMBER 31. |
| FORM 990, PART XII, LINE 2C: | THE BOARD AS A WHOLE IS RESPONSIBLE FOR OVERSEEING THE FINANCIAL STATEMENT AUDIT AND SELECTING THE INDEPENDENT FINANCIAL STATEMENT AUDITOR. PROCEDURAL CHANGES DID NOT OCCUR DURING THE YEAR. |
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