Lane Electric - A Touchstone Energy Cooperative

04-25-16

Minutes of the Board of Directors’ Regular Meeting

April 25, 2016

The Lane Electric Cooperative, Inc. (LEC) Board of Directors convened its regular board meeting on April 25, 2016 at the LEC corporate office at 787 Bailey Hill Road in Eugene, Oregon.

Call to Order

President Christopher B. Seubert called to order the LEC Board regular monthly meeting around 9:00 am with a quorum present. Directors present were: Vice-President J. Ingrid Kessler, Secretary Hugh Buermann, Treasurer Jack Billings and directors Susan Knudsen Obermeyer, Kathy Keable, and Jerry Shorey.

Also present at different times in the meeting were: Charles N. Fadeley, LEC attorney (arrived at 9:00 AM); Matt Michel, General Manager; Dave D’Avanzo, Manager of Member & Regional Affairs; Tony Toncray, Manager of Engineering & Operations; Debi Wilson, Manager of Office & Staff Services; Cynthia Scoble, Controller; Ted Case, ORECA; Joe Jarvis, Blachly Lane Electric Cooperative’s (BLEC’s) General Manager; BLEC Chairman Cliff Kelley, BLEC Vice Chairman Ernie Jacksch, BLEC Secretary/Treasurer Marlene Northrup, BLEC Director Cheryl Haskell, and BLEC Director Curtis Short.

Executive Secretary Brenda Everts acted as recording secretary.

Member Input

None.

Approval of Agenda

President Seubert asked if there were additions or amendments to the agenda. President Seubert asked to add a President’s report to the Reports section. President Seubert declared the agenda approved as amended.

Approval of Minutes

President Seubert asked if there were additions or corrections to the March 28, 2016 board meeting minutes.  A correction was made as to what director attended the safety meetings. President Seubert declared the March 28, 2016 minutes approved as amended.

Safety Program Report

Engineering & Operations Manager Tony Toncray reported on the March inside Office and outside Construction and Maintenance safety meetings, and the Employee Safety Performance graphs through March. He provided the topics scheduled for the May inside safety meeting. Directors Buermann and Shorey reported on the safety meeting they attended.  Director Knudsen Obermeyer will attend next month’s Office Safety meeting. Director Kessler will attend the next month’s Construction & Maintenance Safety meeting. Discussion occurred on the benefit of tracking days without a workplace accident.

Financial Report

Controller Cynthia Scoble reported on LEC’s financial condition for the period ending March 2016. Discussion occurred.

2015 Tax Return Form 990 Review

Cynthia Scoble, Controller, reviewed the Co-op’s IRS tax Form 990.  Upon motion made and seconded, the Board accepted the 2015 tax Form 990 for Lane Electric Cooperative and direct the Cooperative’s general manager to timely sign and file the tax return.

Revised E-Series Rate Schedule

Manager Wilson and General Manager Michel, explained the two actions that needed board’s approval: (1) Approve the new E-Series rates that reflect Emerald PUD’s new rates, and (2) Ratify the practice described in the 2004 agreement. The new E-Series rate will go into effect with the June billing. Upon motion made and seconded, the Board adopted the rate schedules applicable to certain Lane Electric Cooperative service transfers from Emerald PUD as presented in the board packet and effective with bills rendered on and after June, 1, 2016. Then the Board upon motion made and seconded, ratified and confirmed the 2004 Joint Agreement to Transfer Customers and Territory between Lane Electric Cooperative and Emerald People’s Utility District.

Selection of 2016 Auditor

Manager Wilson, along with the board discussed selecting an auditor for the 2016 Audit. By consensus, the Board directed Manager Wilson to prepare a draft request for proposals for audit services to be reviewed at May’s regular board meeting.

NRECA Resolution Process

Blachly-Lane Electric Cooperative (BLEC) Board of Directors and General Manager Joe Jarvis were present for ORECA Executive Director Ted Case’s presentation on the NRECA Resolution process. The joint training educated both boards on policy making at the national electric co-op level. Some potential resolution ideas were presented to help the group develop a draft resolution to submit to NRECA in June. By Consensus, the Board directed Ted Case to prepare a draft NRECA resolution to amend NRECA’s training policy to include forums for discussing alternative policy views, and directed General Manager Michel to finalize a draft NRECA resolution on stranded coal assets. The Board also directed General Manager Michel to work with BLEC’s general manager on scheduling another joint board meeting later in the year.

Executive Session

The directors along with General Manager Michel, Blachly Lane General Manager Joe Jarvis, Blachly Lane Board Members and Attorney Fadeley entered into executive session. The Board reconvened regular session.

Policy Review

General Manager Michel presented two policies up for review; Policy 304 (Meter Reading) and Policy 402 (Disposal of Utility Property) and Policy 207 (Basic Workday and Workweek) that is being brought forward in anticipation of our transition to a 4 day, 10-hour work week starting Monday, June 27th.

Upon motion made and seconded, the Board adopted Policy 207 (Basic Workday and Workweek), as presented in the board packet.

 Upon motion made and seconded, the Board adopted Policy 304 (Meter Reading) as presented in the board packet.

 Upon motion made and seconded, the Board adopted Policy 402 (Disposal of Utility Property) as presented in the board packet.

Reports

Annual Meeting: Annual Meeting Chair Kessler reported on director involvement at the district meetings.  Dave D’Avanzo, Member & Regional Affairs Manager provided an update on the preparations for the upcoming District meetings. By consensus, the Board agreed that Vice-President Kessler would emcee the Central District meeting, Director Knudsen Obermeyer would emcee the Oakridge District Meeting, and President Seubert would emcee the McKenzie and Dorena District meetings.

Director Reports: Directors offered comments on their recent activities.

President’s Report: President Seubert  asked the directors to express their interest in officer positions at the upcoming officer election following the Annual Meeting in May. Discussion occurred. The following  interest was expressed: Secretary: Buermann; Treasurer: Knudsen Obermeyer; Vice President: Billings and Kessler; President: Seubert.

ORECA: President Seubert reported on ORECA matters. General Manager Michel shared an update on Oregon Department of Energy legislative and regulatory efforts.

 General Manager: General Manager Michel shared thank-you notes received and reported on: PNGC Matters, PPC and BPA matters; information contained in the Miscellaneous Readings; Policy 401 expenses; community solar garden; prepay; net metering; additional earthquake insurance coverage; renewed line of credit with CoBank; EWEB EV discount buying initiative; and recent and upcoming meetings and events.

Executive Session

The directors along with General Manager Michel and Attorney Fadeley entered into executive session. The Board reconvened regular session.

Appointment

Upon motion made and properly seconded it was moved to appoint Chris Seubert, with Hugh Buermann as alternate, to be Lane Electric’s National Cooperative Services Corporation (NCSC) 2016 Voting delegate for the calendar year 2016.

 Donations

President Seubert presented the NRECA International Fund donation request for consideration. The Board approved a donation in the amount of $500 to the NRECA International Fund.

Agenda Items for May 23rd

President Seubert reviewed next month’s agenda items. Executive Secretary Everts coordinated upcoming travel and training registrations. The Board thanked Brenda for her organization and follow-up on conference logistics.

 Action Review:

Approved the amended agenda, approved the amended minutes, accepted the 2015 IRS Form 990 and directed the general manager to timely sign and file the return; adopted the 2016 E-Series rate schedules; ratified and confirmed the 2004 EPUD transfer agreement; directed Manager Wilson to prepare an audit services RFP; directed ORECA’s Ted Case to draft a proposed NRECA resolution amendment on training; directed General Manager Michel to prepare a draft NRECA resolution on stranded coal assets; directed GM Michel to schedule another joint BLEC meeting later in 2016; adopted Policy 207 as recommended; adopted Policy 304 as recommended; adopted Policy 402 as recommended; received nominations for board officer positions; agreed by consensus for emcees at district meetings; appointed voting delegates to NCSC annual meeting; and donated $500 to NRECA International Fund.

Adjournment

Being no further business to come before the Board, President Seubert adjourned the meeting at approximately 4:15 p.m.