May 2008
5/21/2008
LA PLATA ELECTRIC ASSOCIATION, INC. Durango, Colorado
The regular monthly meeting of the Board of Directors of La Plata Electric Association, Inc. was held Wednesday, May 21, 2008, in the headquarters building in Durango, Colorado. Director Compton led the Board in the Pledge of Allegiance.
President Patton called the meeting to order at 10:00 A.M. The following directors were present:
| Herb Brodsky |
Harry Goff |
Ed Zink |
| Davin Montoya |
Terry Alley |
Pam Patton |
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Jeff Berman |
Robert Formwalt |
| John Gardella |
Tom Compton |
Jerry McCaw |
Excused Absence: Harry Cole
Also present were: Greg Munro, Chief Executive Officer Barry Spear, Attorney Jeff Wadsworth, Chief Financial Officer Steve Gregg, Manager of Operations Ron Meier, Manager of Engineering Mark Schwantes, Director of Corporate Services Linda Wilsey, Executive Secretary
GUESTS (from sign in sheet) Denise Rue-Pastin
AGENDA The agenda was addressed. President Patton stated there will be an executive session for the CEO evaluation and Attorney Spear requested an item concerning property rights for the executive session.
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Motion: |
Director Compton moved to approve the agenda with an executive session; motion seconded and passed without dissent. |
MEMBER QUESTIONS AND CONCERNS Marsha Porter and Susan Bryson, representing the Firewise Council of Southwest Colorado, addressed the Board. They explained the aspects of the Council and wanted to express their appreciation for the strong partnership and support of LPEA.
CONSENT BOARD ITEMS The consent board items were presented and reviewed.
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Motion: |
Director Brodsky moved to approve the April 16, 2008 minutes as presented; motion seconded and passed without dissent. |
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Motion: |
Director Alley moved to accept new members and capital credit payments to estates; motion seconded and passed without dissent. |
ITEMS REQUIRING BOARD ACTIONS Director reimbursements were presented and reviewed.
Committee of the Whole 5/19/08
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Herbert Brodsky Harry Goff Jeff Berman Harry Cole Ed Zink Tom Compton
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$200.00 $200.00 $200.00 $236.36 $200.00 $217.68
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Terry Alley Davin Montoya Pam Patton John Gardella Jerry McCaw Robert Formwalt
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$260.60 $215.15 $220.20 $200.00 $215.15 $260.60
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Administration Committee 5/19/08 Terry Alley Jeffrey Berman Herbert Brodsky Tom Compton Robert Formwalt
Budget Finance & Audit Committee 5/19/08 John Gardella Terry Alley Jerry McCaw Harry Goff Herbert Brodsky
Board Meeting 5/21/08
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Herbert Brodsky Harry Goff Jeff Berman Tom Compton Ed Zink
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$200.00 $200.00 $200.00 $217.68 $200.00
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Robert Formwalt Terry Alley Davin Montoya Pam Patton John Gardella Jerry McCaw
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$260.60 $260.60 $215.15 $220.20 $200.00 $215.15
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Meetings
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Tom Compton/ NRECA Legislative Conference Ed Zink/ (3) 4CORE meetings
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$800.00 $600.00
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Director Gardella moved to approve the directors reimbursements as presented; motion seconded and carried without dissent. |
RESOLUTION 2008-07 Attorney Spear explained the need for the resolution. When new standards are implemented under the Public Utilities Regulatory Policies Act (PURPA), LPEA is required to consider them. President Patton indicated that these considerations will be done in conjunction with regular Board meetings. At the end of the process, a decision will need to be made whether or not to adopt the new federal standards that pertain to LPEA.
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Director Compton moved to adopt Resolution 2008-07, authorizing the commencement of the Energy Independence and Security Act of 2007 consideration process; motion seconded and passed without dissent. |
CEO REPORT CEO Munro reviewed items of his written report. He expanded on two Tri-State issues; their possible change of allocating margins and the Member Local Renewable Project Policy. With NISC moving away from providing lockbox functions, where LPEA payments are sent via U.S. Mail, CEO Munro reported that CFO Wadsworth is researching other payment processors or bringing the task back in house. The financial report in the Board packet was noted and questions answered. Mark Schwantes, Director of Corporate Services, presented the quarterly Energy Efficiency report. Emphasis this quarter was on load management and increased energy efficiency. The presentation included policies, programs, growth, managing capacity, infrastructure needs, reliability, and end results. The member opportunity reports were briefly reviewed. CEO Munro gave the Discovery Museum report. He updated the Board on progress of the Museum and stated they had obtained a grant that will be used to hire an expert firm to do an economic study of their business plan. LPEA and Tri-State were approached for support on their Solar Roller, which is being manufactured at this time. Tri-State has agreed to donate $1000 from Touchstone since it is educational if LPEA would match that amount. CEO Munro suggested $1,000 be donated from unclaimed capital credits. Since the policy dealing with unclaimed capital credits is being revised, action will be postponed until discussion/action on Board Policy 356.
BOARD POLICY 356 With regard to the Round Up Foundation handling educational requests, CEO Munro gave the suggestion that the Round Up Foundation be allocated $10,000 for funding from unclaimed capital credits to begin considering educational applications, then $2,000 would be allocated each month from unclaimed capital credits. Any funding request above $5,000 would be directed to the LPEA Administration Committee for consideration.
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Director Zink moved to approve Board Policy 356, Educational Contributions/Donations with CEO Munro's suggested $10,000 start up allocation and proofing to ensure all wording is consistent for educational requests. The money will come from unclaimed capital credits. The motion was seconded and passed without dissent. |
DISCOVERY MUSEUM DONATION
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Director Zink moved to approve $1000 from the reacquired (unclaimed) capital credit fund to be donated to the Discovery Museum for the Solar Roller; motion seconded and passed without dissent. |
COMMITTEE OF THE WHOLE MEETING In past meetings, questions were asked concerning the low number of applicants for the LPEA Scholarship program and Director Alley offered to research possible reasons. He contacted the principals of the four high schools and past scholarship recipients. He learned that most councilors thought the guidelines for the Ft. Lewis College scholarship were very narrow with the major study having to be engineering or a similar field. They also thought it would be helpful to open up the scholarship to other schools besides Ft. Lewis. Discussion of the LPEA Scholarship program will be put on June's agenda.
ADMINISTRATION COMMITTEE Director Berman addressed the policies that the committee reviewed.
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The Administration Committee recommended and Director Berman moved to adopt Board Policy 111, Statement of Functions of Budget Finance & Audit Committee, with reviewed changes; motion passed without dissent. |
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The Administration Committee recommended and Director Berman moved to adopt Board Policy 112, Statement of Functions of Systems' Operations & Planning Committee, with reviewed changes. |
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Following discussion, Director Montoya moved to amend the original motion by deleting the paragraph under II.-C which was an informational piece not intended to be a part of the policy. The motion was seconded and passed without dissent. |
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A vote was taken on the original amended motion made by Director Berman; it passed without dissent. |
The third policy addressed was Board Policy 113, Statement of Functions of Administration Committee.
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The Administration Committee recommended and Director Berman moved to adopt Board Policy 113 with reviewed changes. |
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Following discussion, Director Goff moved to amend the original motion by moving $5,000 or more in II.-K to the end of the first sentence and adding and/or community benefit between educational and grant. The motion was seconded and carried without dissent. |
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A vote was taken on the original amended motion made by Director Berman; it passed with Director McCaw dissenting. | Director Berman reported that the committee reviewed the first draft of changes to the Electric Services Regulations, and the 2nd draft will be acted on in June for preliminary approval.
BUDGET FINANCE & AUDIT COMMITTEE Director Gardella reported the committee met to review Resolution 2008-08, a requirement for the Rural Development Utilities Program (RDUP).
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The Budget Finance & Audit Committee recommended and Director Gardella moved to adopt Resolution 2008-08, approving Jeffrey Wadsworth as the Security Administrator of the Corporation; motion passed without dissent. |
CREA REPORT Director Compton gave a brief review of the NRECA Legislative Conference. He indicated that the attendees intend to be watchful of Congress as they develop climate change legislation. The Colorado legislators want to work at the national level to ensure all aspects vital to the electric utility is considered.
EXECUTIVE SESSION
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Director Compton moved to go into executive session to discuss personnel and property rights matters; motion seconded and passed without dissent. |
The Board went into executive session at 1:05 P.M. The regular Board meeting reconvened at 2:45 P.M.
ADDITIONAL REIMBURSEMENT With Director Formwalt arriving at the meeting after the director reimbursement actions, President Patton asked the Board to approve his expense for the Western United Board meeting.
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Director Brodsky moved to approve the Western United Board meeting expense presented by Director Formwalt; motion seconded and passed without dissent. |
CEO EVALUATION President Patton briefly reviewed the discussion during executive session regarding the CEO evaluation. She stated the Board believes CEO Munro and his staff is doing an excellent job.
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Director Brodsky moved to increase CEO Munro's annual salary by a little less than 3% for the year, renewing his contract from June 1, 2008 to June 1 2009, and include a small adjustment for benefits; motion seconded and passed with one dissention. |
COMMITTEE OF THE WHOLE MEETING, cont. President Patton commented on Mac McLennan's presentation on Monday. She has since spent time on a position statement paper concerning our future energy needs and the current legislation being considered of regulating green house gas emissions. She noted that one thing missing from the position paper is the predicted growth in our area and she will add that to the document. Action will be taken at the June Board meeting. Following discussion on CREA's proposal to place "Our Energy, Our Future" post cards in the June issue of Colorado Country Life, at an additional cost to LPEA, the Board asked CEO Munro to request that it not be included in the Colorado Country Life Magazine. Time did not permit the directors to watch the DVD on water conservation, Running Dry on Monday, so copies were handed out for directors and staff to watch at their leisure.
LA PLATA ELECTRIC ROUND UP FOUNDATION The Round Up Foundation met on Monday, May 19th. Director Brodsky reported they considered requests totaling $20,300. Some of the requests were quite large. One request was tabled and two were denied. A total of $6432 was awarded. He noted the number of members contributing declined by 49 last month.
FASTTRACK REPORT Director Alley gave the FastTrack report. Financial information was sent via email. FastTrack has a new billing system and is seeing a steady growth of customers. Following a recent outage, they spent some funds on separating and improving their Ethernet. A new Cisco business manager phone system is being installed which will route calls directly to employees or to Dispatch in case of an emergency.
WESODI REPORT Director McCaw stated revenue from LPEA work is down 32% for the year. The number of employees is also down from last year. He reported BWR is bidding a lot of jobs, and just secured a large job in Mancos. WESODI is looking for more outside work. Davin Montoya was appointed to the WESODI Board and plans are to fill the vacated outside director position.
TRI-STATE REPORT Director Goff expanded on his written report. He commented on the Springerville plant. The July meeting will be lengthy to have sessions on strategic planning of new generation.
WESTERN UNITED REPORT Director Formwalt stated Western United is seeing a fuel surcharge being added by some of the manufacturers. Currently they are absorbing the charge. Sales are down however the market share is trending upward. There are currently 25 employees. Director Formwalt noted that sales ratios have remained the same for 10 years.
4CORE REPORT Director Zink reported he attended four 4CORE meetings. They hired an executive director, Aileen Tracy, from Albuquerque. She started in her position on Monday, May 19th. 4CORE is making progress on re-evaluating the draft business plan and bylaws.
ATTORNEY REPORT Attorney Spear had nothing further to report than the executive item.
FUTURE COMMITTEE OF THE WHOLE MEETINGS AND AGENDA ITEMS There will be a Committee of the Whole meeting on Monday, June 16th. The Administration Committee will review Board Policies 114-Statement of Functions of the External Organizations & Issues Committee, 115-Statement of Functions of the Executive Committee, 411-La Plata Electric Scholarship-Fort Lewis College Foundation, and the Electric Service Regulations (draft 2). President Patton indicated that a luncheon meeting has been set up with the Southern Ute Indian Tribal Council on July 10th at noon. All directors are encouraged to attend. The La Plata County Commissioners and new county manager have been invited to attend either the Committee meeting on Monday or the Board meeting on Wednesday in June.
UPCOMING EXTERNAL MEETINGS President Patton encouraged directors needing credentialed classes to attend the NRECA Summer School West in Colorado Springs in July. She noted that Empire Electric's Annual meeting is June 12th.
With no further business, the meeting adjourned at 3:50 P.M.
Recorded by Linda Wilsey Original Signed by Jeffrey A. Berman, Secretary Original Signed and Approved by Pam Patton, President
R E S O L U T I O N 2008-07 WHEREAS, La Plata Electric Association, Inc. (LPEA) has several obligations under the Public Utility Regulatory Policies Act of 1978 (PURPA); and
WHEREAS, LPEA, Inc. has complied with these obligations over the years by providing a variety of energy conservation techniques and rates to its member/owners; and
WHEREAS, PURPA was amended with the passage of the Energy Independence and Security Act of 2007 ("EAct 2007"); and
WHEREAS, EAct 2007 requires that covered utilities begin their consideration of the standards for 1) the inclusion of energy efficiency into integrated resource plans; 2) the alignment of electric rates with the delivery of cost-effective energy efficiency and the promotion of energy efficiency investments; and, 3) the provision of direct written or electronic access to information concerning time-based electricity prices, on a daily basis, to all customers and information regarding the sources of power used, including greenhouse gas emissions; and
NOW THEREFORE, BE IT RESOLVED by the Board of Directors of LPEA that LPEA commenced consideration of the PURPA standards effective May 21, 2008 and will make determinations on the standards by December 17, 2008.
I, Jeffrey A. Berman, Secretary of La Plata Electric Association, Inc. do hereby certify that the above is a true and correct copy of a resolution adopted by the Board of Directors of La Plata Electric Association, Inc. at a regular meeting held in Durango, Colorado on May 21st, 2008 at which meeting a quorum of Directors was present and voting.
Original Signed by Jeffrey A. Berman, Secretary
R E S O L U T I O N 2008-08 SECRETARY'S CERTIFICATE I, Jeffrey A. Berman do hereby certify that: I am the Secretary of La Plata Electric Association, Inc. (hereinafter the "Corporation;") that the following are true and correct copies of resolutions duly adopted by the Board of Directors of the Corporation at the regular meeting held May 21, 2008, and entered in the minute book of the Corporation; that the meeting was duly and regularly called and held in accordance with the bylaws of the Corporation; and that none of the following resolutions has been rescinded or modified:
RESOLUTIONS
1. RESOLVED that Greg W. Munro, the Chief Executive Officer of the Corporation, be the Certifier on behalf of the Corporation, who shall be responsible for submitting and certifying to the Rural Utilities Service, an agency of the United States Department of Agriculture delivering Rural Development Utilities Programs, any and all data required by RDUP Form 674;
2. RESOLVED that Jeffrey C. Wadsworth, the Chief Financial Officer of the Corporation, be the Security Administrator on behalf of the Corporation, who shall give access to the Corporation's data, as appropriate, to other employees, officers, or contractors of the Corporation, for the purpose of complying with RDUP Form 674; and
3. RESOLVED that both shall comply with the Instructions for RDUP Form 674 in regard to use of the government's data collection system.
I FURTHER CERTIFY THAT each member of the Board of Directors of the Corporation was furnished with notice of said meeting in compliance with the bylaws of the Corporation.
IN WITNESS WHEREOF I have hereunto set my hand and affixed the seal of the Corporation this 21st day of May, 2008.
Original Signed by Jeffrey A. Berman, Secretary
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