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 I, LINE 19: | REVENUE LESS EXPENSES AS REPORTED ON PAGE 1, PART I, LINE 19 DIFFERS FROM THE TOTAL NET MARGINS REPORTED ON THE COOPERATIVE'S AUDITED FINANCIAL STATEMENTS DUE TO BOOK TO TAX ADJUSTMENTS REQUIRED TO CONFORM TO THE FORM 990 INSTRUCTIONS. THE FIRST ADJUSTMENT IS FOR THE EQUITY METHOD INCOME RECORDED ON THE COOPERATIVE'S BOOKS AND INCLUDED IN TOTAL NET MARGINS. U.S. GAAP REQUIRES THE COOPERATIVE TO RECORD ON ITS BOOKS THE EQUITY METHOD INCOME FROM ITS WHOLLY OWNED SUBSIDIARY. EQUITY METHOD INCOME IS NOT INCOME FOR IRS FORM 990 PURPOSES AND AS SUCH HAS BEEN REPORTED AS AN OTHER CHANGE IN NET ASSETS. THE SECOND ADJUSTMENT IS FOR THE PATRONAGE DIVIDENDS ALLOCATED OR TO BE ALLOCATED BY THE COOPERATIVE TO MEMBERS. WHEREAS THE FORM 990 REQUIRES SUCH AMOUNTS TO BE REPORTED AS AN EXPENSE, PATRONAGE DIVIDENDS ALLOCATED OR TO BE ALLOCATED ARE AN INCREASE IN CAPITAL AND EQUITY, SPECIFICALLY PATRONAGE CAPITAL, ON U.S. GAAP BASIS FINANCIAL STATEMENTS. |
| FORM 990, PART VI, SECTION A, LINE 4 | DURING THE YEAR, THE COOPERATIVE'S BYLAWS WERE AMENDED. THE FOLLOWING IS A SUMMARY OF THE CHANGES: ARTICLE III - MEETINGS OF MEMBERS SECTION 3.5. QUORUM, WAS AMENDED TO STATE "IF THE BOARD DETERMINES, THAT ONE OR MORE OTHER METHODS OF VOTING IN ADDITION TO MAIL BALLOT ARE TO BE USED, THE MEMBERS SHALL BE INFORMED OF THE METHOD(S) OF VOTING TO BE USED AT THE MEETING." PARAGRAPH (C) WAS ADDED TO THE SECTION AND STATES "IN CONNECTION WITH ANY MATTER OF BUSINESS OF THE COOPERATIVE, INCLUDING THE ELECTION OF DIRECTORS, SUBMITTED TO A VOTE AT A MEETING OF THE MEMBERS WHERE THE MEMBERS ARE ALLOWED TO VOTE BY ELECTRONIC BALLOT, THE BOARD SHALL CAUSE INSTRUCTIONS ON HOW TO ACCESS AND CAST ELECTRONIC BALLOTS TO BE PREPARED AND SUBMITTED TO THE MEMBERS (AS OF THE RECORD DATE) FOR THEIR ACTION. THE ELECTRONIC BALLOTS SHALL SPECIFY THE MEMBER MEETING TO WHICH THEY CORRESPOND, LIST EACH ISSUE OR QUESTION SUBMITTED AND, IF DIRECTORS ARE TO BE ELECTED, LIST THE NAMES OF PERSON(S) NOMINATED FOR DIRECTORS, AND EACH ELECTRONIC BALLOT SHALL CONTAIN AND PROVIDE A PLACE WHERE THE MEMBER MAY INDICATE SUCH MEMBER'S VOTE. EACH MEMBER SHALL BE INSTRUCTED THAT SUCH MEMBER'S ELECTRONIC BALLOT MUST BE RECEIVED BY 5:00 P.M. (LOCAL TIME) AT THE LOCATION DETERMINED BY THE BOARD OR, IF NO SUCH DETERMINATION IS MADE, AT THE COOPERATIVE'S PRINCIPAL OFFICE, AT LEAST FIVE (5) DAYS BEFORE THE DATE OF THE MEETING. IF MEMBERS ARE ALSO ALLOWED TO VOTE IN PERSON AT THE MEMBER MEETING TO WHICH SUCH ELECTRONIC BALLOT CORRESPONDS, THEN MEMBERS SUBMITTING A COMPLETED ELECTRONIC BALLOT MAY NOT VOTE IN PERSON AT SUCH MEETING REGARDING ANY MATTER DESCRIBED IN SUCH BALLOT. IF VOTING BY ELECTRONIC BALLOT, EACH ELECTRONIC BALLOT SHALL BE SIGNED OR SIMILARLY AUTHENTICATED BY THE MEMBER AND SUBMITTED THROUGH THE ELECTRONIC SYSTEM SELECTED BY THE BOARD FOR THE SUBMISSION OF SUCH ELECTRONIC BALLOTS." THE PREVIOUS PART (C) WAS AMENDED TO PART (D) AND ADDED ELECTRONIC BALLOTS AS A METHOD OF VOTING. ARTICLE IV - BOARD OF DIRECTORS SECTION 4.2. ELECTION AND TENURE, WAS AMENDED TO STATE "THE PERSONS SERVING AS DIRECTORS OF THE COOPERATIVE SHALL COMPOSE THE BOARD UNTIL THEIR RESPECTIVE TERMS HAVE EXPIRED AND THEIR RESPECTIVE SUCCESSORS DULY QUALIFIED. THE DIRECTORS SHALL EACH BE ASSIGNED A DISTRICT. THE DISTRICTS SHALL BE NUMBER SO THAT DIRECTOR ELECTIONS SHALL OCCUR, AND DIRECTOR TERMS SHALL EXPIRE AS FOLLOWS: (A) DISTRICTS 1 AND 5, ELECTIONS FOR FOUR-YEAR TERMS IN 2021, 2025, AND EVERY FOUR (4) YEARS THEREAFTER; (B) DISTRICTS 2 AND 7, ELECTIONS FOR FOUR-YEAR TERMS IN 2022, 2026, AND EVERY FOUR (4) YEARS THEREAFTER; (C) DISTRICTS 3 AND 6, ELECTIONS FOR FOUR-YEAR TERMS IN 2023, 2027, AND EVERY FOUR (4) YEARS THEREAFTER; AND (D) DISTRICT 4, AN ELECTION FOR ONE FIVE-YEAR TERM IN 2023, THEN ELECTIONS FOR FOUR -YEAR TERMS IN 2028, 2032, AND EVERY FOUR (4) YEARS THEREAFTER." SECTION 4.3. VOTING DISTRICTS, WAS AMENDED TO STATE THAT ONE MEMBER FROM EACH DISTRICT SHALL BE ELECTED TO THE BOARD AND THE BOARD SHALL REVIEW THE COMPOSITION OF THE DISTRICTS AT LEAST ONCE EVERY THREE (3) YEARS. SECTION 4.4. TERMS OF DIRECTORS, WAS AMENDED TO STATE THAT "DIRECTORS SHALL BE ELECTED BY THE MEMBERS FOR A TERM OF FOUR (4) YEARS (EXCEPT FOR A SINGLE FIVE-YEAR TERM FOR DISTRICT 4, THEN FOUR-YEAR TERMS, AS DESCRIBED FURTHER IN SECTION 4.2)". SECTION 4.8. ELECTION OF DIRECTORS, WAS AMENDED TO ALLOW ELECTRONIC BALLOTS AS A METHOD OF VOTING AS WELL AS AMEND THE TERM "CANDIDATE" TO "NOMINEE". THE SECTION ALSO ADDED PARAGRAPHS (C)(D) AND (E) WHICH STATE "(C) IN THE EVENT A NOMINEE FROM A GIVEN DISTRICT WITHDRAWS FROM AN ELECTION PRIOR TO OR ON THE LAST DATE THAT THE COOPERATIVE IS ABLE TO REMOVE THE NOMINEE'S NAME FROM THE BALLOT, THE COOPERATIVE WILL REMOVE THE NOMINEE'S NAME FROM THE BALLOT AND, IF THE ELECTION FROM WHICH THE NOMINEE WITHDREW IS A RUN-OFF ELECTION, THE RUN-OFF ELECTION WILL BE BETWEEN THE REMAINING NOMINEES FOR THAT DISTRICT RECEIVING THE HIGHEST AND NEXT HIGHEST NUMBER OF VOTES UPON THE ORIGINAL BALLOT. (D) IN THE EVENT A NOMINEE FROM A GIVEN DISTRICT WITHDRAWS FROM AN ELECTION AFTER THE LAST DATE THAT THE COOPERATIVE IS ABLE TO REMOVE THE NOMINEE'S NAME FROM THE BALLOT, THERE IS MORE THAN ONE OTHER NOMINEE FOR THAT DISTRICT, AND NONE OF THE REMAINING NOMINEES RECEIVES A MAJORITY OF THE VOTES CAST (INCLUDING THE VOTES CAST FOR THE WITHDRAWN NOMINEE) UPON THE ORIGINAL BALLOT, THEN A RUN-OFF ELECTION SHALL BE CONDUCTED BETWEEN THE REMAINING NOMINEES RECEIVING THE HIGHEST AND NEXT HIGHEST NUMBER OF VOTES. (E) IN THE EVENT A NOMINEE FROM A GIVEN DISTRICT WITHDRAWS FROM A RUN-OFF ELECTION AFTER THE LAST DATE THAT THE COOPERATIVE IS ABLE TO REMOVE THE NOMINEE'S NAME FROM THE BALLOT AND THERE IS ONLY ONE OTHER NOMINEE FOR THAT DISTRICT, THE REMAINING NOMINEE SHALL BE CONSIDERED ELECTED AS DIRECTOR." ARTICLE VI - BOARD OFFICERS; OTHER OFFICERS AND AGENTS SECTION 6.S. ELECTION AND TERM OF OFFICE, WAS AMENDED TO STATE "THE TERMS OF SUCH ELECTED OFFICERS SHALL BEGIN THE DAY AFTER THE BOARD MEETING AT WHICH THEY ARE ELECTED, AND EACH OFFICER SHALL HOLD OFFICE UNTIL HIS OR HER SUCCESSOR SHALL HAVE BEEN ELECTED AND SHALL HAVE QUALIFIED." A COMPLETE COPY OF THE BYLAWS CAN BE FOUND ON THE COOPERATIVE'S WEBSITE: HTTPS://WWW.COSERV.COM. |
| 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 ON A ONE MEMBER ONE VOTE BASIS. |
| FORM 990, PART VI, SECTION A, LINE 7B | THE FOLLOWING ACTS REQUIRE APPROVAL OF THE MEMBERS OF THE COOPERATIVE: 1. AMENDMENTS TO THE ARTICLES OF INCORPORATION 2. DISPOSAL OF A SUBSTANTIAL PORTION OF THE COOPERATIVE'S ASSETS 3. DISSOLUTION/LIQUIDATION OF THE COOPERATIVE 4. MERGER OR CONSOLIDATION OF THE COOPERATIVE WITH ANOTHER ORGANIZATION |
| FORM 990, PART VI, SECTION B, LINE 11B | MANAGEMENT PRESENTED A COPY OF THE FORM 990 TO THE BOARD FOR DISCUSSION AND REVIEW PRIOR TO FILING. |
| FORM 990, PART VI, SECTION B, LINE 12C | ALL DIRECTORS, OFFICERS, AND EMPLOYEES OF THE COOPERATIVE ARE REQUIRED TO ANNUALLY CERTIFY THAT THEY HAVE COMPLIED WITH THE CODE OF CONDUCT AND ARE NOT AWARE OF ANY UNREPORTED VIOLATIONS OF THE CODE THAT MAY HAVE OCCURRED. |
| FORM 990, PART VI, SECTION B, LINE 15 | THE CEO IS SUBJECT TO AN ANNUAL EVALUATION BY A COMPENSATION COMMITTEE, WHICH IS COMPRISED OF THE BOARD OF DIRECTORS. A COMPENSATION SURVEY, FORMS 990 OF OTHER COOPERATIVES, AND AN INDEPENDENT COMPENSATION CONSULTANT ARE USED WHEN DETERMINING COMPENSATION OF THE CEO. THE SURVEY SHOWS COMPARATIVE SALARIES FOR CEOS FROM SIMILARLY SITUATED COOPERATIVES, UTILITIES, AND OTHER BUSINESSES LOCATED IN THE DALLAS/FT. WORTH AREA, TEXAS, AND THE NATION. THE CEO USES A WAGE AND SALARY PLAN APPROVED BY THE BOARD, WHICH IS BASED ON A COMPENSATION SURVEY FROM SIMILARLY SITUATED COOPERATIVES, UTILITIES, AND OTHER BUSINESSES LOCATED IN THE DALLAS/FT. WORTH AREA, TEXAS, AND THE NATION WHEN DETERMINING THE COMPENSATION OF THE COOPERATIVE'S OTHER EMPLOYEES MEETING THE DEFINITION OF OFFICER AND KEY EMPLOYEE, IF ANY. |
| FORM 990, PART VI, SECTION C, LINE 19 | ANNUALLY, THE COOPERATIVE PROVIDES A CONDENSED SET OF AUDITED FINANCIAL STATEMENTS TO THE MEMBERS OF THE COOPERATIVE BY PUBLISHING THE COOPERATIVE'S ANNUAL REPORT IN THE CO-OP POWER MAGAZINE. THE BY-LAWS AND ANNUAL REPORT, WHICH INCLUDE THE CONDENSED FINANCIAL STATEMENTS, CAN ALSO BE FOUND ON THE COOPERATIVE'S WEBSITE. |
| FORM 990, PART VII, COLUMN F: | IN ORDER TO PROVIDE RETIREMENT BENEFITS TO ITS EMPLOYEES, THE COOPERATIVE HAS ESTABLISHED A DEFINED CONTRIBUTION PLAN UNDER SECTION 401(K) OF THE INTERNAL REVENUE CODE. EMPLOYER CONTRIBUTIONS TO THE PLAN ARE MADE PURSUANT TO THE PLAN DOCUMENT. ADDITIONALLY, THE COOPERATIVE PARTICIPATES IN A MULTI-EMPLOYER DEFINED BENEFIT PLAN. CONTRIBUTIONS TO THIS PLAN ARE BASED ON THE FULL FUNDING LIMITATION OF SUCH PLAN. EMPLOYER CONTRIBUTIONS FOR BOTH PLANS ARE AVAILABLE TO PARTICIPATING EMPLOYEES, INCLUDING OFFICERS AND HIGHLY COMPENSATED EMPLOYEES, MEETING THE ELIGIBILITY REQUIREMENTS OF SUCH PLANS. THE COOPERATIVE ALSO PROVIDES HEALTH, DENTAL, VISION, LONGTERM DISABILITY, ACCIDENTAL DEATH & DISMEMBERMENT AND GROUP TERM LIFE INSURANCE TO ALL EMPLOYEES, INCLUDING OFFICERS, THROUGH A QUALIFIED PLAN. THE AMOUNTS REPORTED ON PART VII, COLUMN (F) FOR THE OFFICERS AND HIGHLY COMPENSATED EMPLOYEES IS COMPRISED OF THE ACTUARIAL INCREASE IN THE DEFINED BENEFIT PLAN, THE TOTAL AMOUNT CONTRIBUTED TO THE 401(K) PENSION PLAN AND EMPLOYER PAID INSURANCE PREMIUMS. IN ADDITION TO THE ABOVE PENSION PLANS, THE COOPERATIVE ALSO PROVIDES POST-RETIREMENT HEALTH INSURANCE BENEFITS THROUGH AN UNFUNDED WELFARE BENEFIT PLAN. THE VALUE OF THESE BENEFITS PER INDIVIDUAL HAS NOT BEEN ESTIMATED. |
| FORM 990, PART VIII, LINE 2: | PATRONAGE DIVIDENDS RESULT FROM THE PURCHASE OF WHOLESALE POWER FROM A GENERATION & TRANSMISSION COOPERATIVE. PATRONAGE DIVIDENDS ALSO RESULT FROM THE PAYMENT OF INTEREST TO 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: | ALTHOUGH NO LONGER A BORROWER OF THE RURAL UTILITIES SERVICE (RUS), THE ACCOUNTING RECORDS OF THE COOPERATIVE ARE MAINTAINED IN ACCORDANCE WITH THE UNIFORM SYSTEM OF ACCOUNTS (USOA) AS PRESCRIBED FOR RUS 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 ITS 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 THE TOTAL WAGES ACCRUED AND/OR PAID: TOTAL PER LINES 5-7 $ 28,379,363 LESS: DIRECTOR FEES REPORTED ON FORMS 1099-NEC (307,300) LESS: EMPLOYEE OFFICER BENEFITS INCLUDED IN LINE 5 (1,367,678) PLUS: SALARIES AND WAGES CAPITALIZED DIRECTLY TO PLANT 11,290,505 TOTAL WAGES ACCRUED AND/OR PAID $ 37,994,890 |
| FORM 990, PART IX, LINE 24: | ADMINISTRATIVE AND GENERAL EXPENSE IS COMPRISED OF THE FOLLOWING: ADMINISTRATIVE & GENERAL SALARIES, BENEFITS, & OTHER $ 1,044,831 OUTSIDE SERVICES 6,019,758 PROPERTY INSURANCE 1,031,671 LOSS/DAMAGES 272,813 MISCELLANEOUS GENERAL EXPENSE 7,266,910 RENTS EXPENSE 163,709 MAINTENANCE OF GENERAL PLANT 9,229 TOTAL ADMIN & GENERAL EXP $ 15,808,921 |
| 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 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 2021 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 GAAP, HOWEVER. |
| FORM 990, PART IX, LINE 24E: | OTHER EXPENSES IS COMPRISED OF THE FOLLOWING: DISTRIBUTION - OPERATION & MAINTENANCE $ 4,047,359 SALES 1,696,377 MISCELLANEOUS 42,603 TOTAL OTHER EXPENSES $ 5,786,340 |
| FORM 990, PART XI, LINE 9: | PATRONAGE CAPITAL ALLOCATED 65,502,626. PATRONAGE CAPITAL RETIRED - TOTAL -59,509. PATRONAGE CAPITAL RETIRED - DISCOUNT 13,097. EQUITY METHOD INCOME (LOSS) FROM SUBSIDIARY COMPANY 5,418,922. NET CHANGE IN MEMBERSHIPS 245,839. OTHER COMPREHENSIVE INCOME - POST EMPLOYMENT BENEFITS & AFFILIATES 1,742,948. |
| FORM 990, PART XII, LINE 2C: | PURSUANT TO BOARD POLICY, THE BOARD OF DIRECTORS IS THE AUDIT COMMITTEE AND IS RESPONSIBLE FOR OVERSEEING THE FINANCIAL STATEMENT AUDIT AND SELECTING THE INDEPENDENT FINANCIAL STATEMENT AUDITOR. PROCEDURES REMAINED UNCHANGED DURING THE YEAR. |
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