| Return Reference | Explanation |
|---|---|
| FORM 990, PART VI, SECTION A, LINE 4 | THE BYLAWS WERE UPDATED IN SEPTEMBER 2023 WITH THE FOLLOWING MODIFICATIONS: THE COOPERATIVE'S PURCHASE OF ELECTRIC ENERGY ADDED A CLAUSE ABOUT THE RELIABILITY TO MEMBERS TO MAKE REASONABLE EFFORTS WITH ADEQUATE AND DEPENDABLE ELECTRIC SERVICE BUT DOES NOT OR CANNOT GUARANTEE A CONTINUOUS AND UNINTERRUPTED SUPPLY. A QUORUM OF MEMBERS FOR A SPECIAL MEETING OF MEMBERS SHALL CONSIST OF FORTY MEMBERS PRESENT. THE POWER AND DUTIES OF THE BOARD WERE UPDATED TO INCLUDE THE EXERCISE OF ALL OF THE POWERS OF THE COOPERATIVE, EXCEPT SUCH AS ARE BY LAW, THE ARTICLES OF INCORPORATION, CONVERSION OR MERGER OR THESE BYLAWS CONFERRED UPON RESERVED TO THE MEMBERS. EACH DIRECTOR WILL PARTICIPATE AS NECESSARY TO ENHANCE THE PRESTIGE OF THE COOPERATIVE, BROADEN ITS OPERATION AND FULFILL ITS PUBLIC OBLIGATIONS, AND DEVOTE REASONABLE TIME AND ATTENDANCE AT MEETINGS OF AFFILIATED ORGANIZATIONS AND AT TRAINING SESSIONS DESIGNED FOR DIRECTORS AND OFFICERS. THE COOPERATIVE SET UP FORMAL PROCEDURES FOR THE REMOVAL OF DIRECTORS. A DIRECTOR QUORUM CAN BE CONSIDERED IF IN PERSON OR ELECTRONICALLY, REGARDLESS THE SIZE OF THE QUORUM, AN AFFIRMATIVE VOTE OF THE MAJORITY OF THE ENTIRE BOARD IS REQUIRED TO PASS ANY ACTION PRESENTED TO THE BOARD FOR CONSIDERATION. THE BOARD OF DIRECTORS MAY AUTHORIZE ANY OFFICERS OR AGENTS TO ENTER INTO ANY CONTRACT OR EXECUTE AND DELIVER ANY INSTRUMENT IN THE NAME AND ON BEHALF OF THE COOPERATIVE. HOWEVER, THE BOARD OF DIRECTORS MAY NOT ENTER INTO A WHOLESALE POWER SUPPLY CONTRACT WITH A NON-COOPERATIVE WHOLESALE POWER SUPPLIER UNLESS SUCH CONTRACT IS AUTHORIZED AT A MEETING OF THE MEMBERS AFFIRMED BY VOTE OF NOT LESS THAN TWO-THIRDS OF ALL THE MEMBERS. |
| FORM 990, PART VI, SECTION A, LINE 6 | THE ORGANIZATION HAS ONE CLASS OF MEMBERS. |
| FORM 990, PART VI, SECTION A, LINE 7A | MEMBERS ELECT THE BOARD OF DIRECTORS BY DISTRICT. |
| FORM 990, PART VI, SECTION A, LINE 7B | MEMBER APPROVAL IS REQUIRED FOR BYLAW CHANGES OR THE SALE OF 10% OR MORE OF THE COOPERATIVE'S PROPERTY. |
| FORM 990, PART VI, SECTION A, LINE 8B | THE ORGANIZATION DOES NOT HAVE COMMITTEES WITH AUTHORITY TO ACT ON BEHALF OF THE GOVERNING BODY. |
| FORM 990, PART VI, SECTION B, LINE 11B | THE FORM 990 WILL BE REVIEWED WITH THE FULL GOVERNING BOARD AT A BOARD OF DIRECTORS MEETING PRIOR TO FILING THE 990. |
| FORM 990, PART VI, SECTION B, LINE 12C | DIRECTORS AND EMPLOYEES OF THE COOPERATIVE ARE COVERED BY THE CONFLICT OF INTEREST POLICY. THE OFFICERS AND DIRECTORS ANNUALLY DISCLOSE THE INTERESTS THAT COULD RESULT IN CONFLICTS. ANY KNOWN CONFLICTS ARE REVIEWED AT A BOARD OF DIRECTORS MEETING. THE GENERAL MANAGER AND BOARD PRESIDENT SHALL ENSURE THE ENFORCEMENT OF THE POLICY. |
| FORM 990, PART VI, SECTION B, LINE 15 | THE PROCESS FOR DETERMINING COMPENSATION FOR THE GENERAL MANAGER INCLUDES REVIEW AND APPROVAL BY THE BOARD OF DIRECTORS AND USE OF COMPARABILITY DATA. ALL OTHER EMPLOYEES, INCLUDING THE MANAGER OF FINANCE AND ADMINISTRATION, GO THROUGH AN ANNUAL PERFORMANCE REVIEW. THE GENERAL MANAGER REVIEWS AND APPROVES COMPENSATION FOR ALL EMPLOYEES. THE OVERALL WAGE AND SALARY PLAN IS APPROVED BY THE BOARD. A WAGE AND SALARY STUDY IS CONDUCTED EVERY 2-3 YEARS TO COMPARE AND BENCHMARK WAGES USING INDUSTRY, STATE, AND REGIONAL DATA. THE LATEST STUDY WAS CONDUCTED IN 2022. |
| FORM 990, PART VI, SECTION C, LINE 19 | THIS INFORMATION IS PROVIDED TO THE COOPERATIVE'S MEMBERS VIA A NEW MEMBER PACKET OR IN THE ANNUAL REPORT. |
| FORM 990, PART VII, COLUMN (F) | PER THE INSTRUCTIONS TO FORM 990, THE AMOUNT REPORTED IN PART VII COLUMN (F) INCLUDES THE CHANGE IN ACTUARIAL VALUE OF THE DEFINED BENEFIT PLAN, NOT THE AMOUNT PAID BY THE COOPERATIVE. |
| FORM 990, PART IX, LINE 24E, STATEMENT OF FUNCTIONAL EXPENSES: | THE LABOR, PENSION AND PAYROLL TAXES REPORTED ON LINES 5-10 ARE INCLUDED IN DISTRIBUTION EXPENSE, ADMINISTRATIVE & GENERAL EXPENSE AND CUSTOMER EXPENSE. THEREFORE, LABOR, PENSION AND PAYROLL TAXES ARE SHOWN AS A REDUCTION TO OTHER EXPENSES ON LINE 24E. |
| FORM 990, PART IX, LINE 4 | THE COOPERATIVE HAS INTERPRETED THE INSTRUCTIONS TO PART IX, LINE 4, TO MEAN PATRONAGE CAPITAL ALLOCATED FOR THE YEAR, RATHER THAN PATRONAGE CAPITAL RETIRED. THIS IS CONSISTENT WITH THE BYLAWS OF THE COOPERATIVE. |
| FORM 990, PART XI, LINE 9: | RETIREMENT OF CAPITAL CREDITS -1,206,925. CAPITAL CREDITS ALLOCATED 2,334,827. |
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