Minutes Concurrent Meeting of Finance and Audit Committee and Board of Trustees

Transcription

1 Minutes Concurrent Meeting of Finance and Audit Committee and Board of Trustees August 20, 2009 Conference Call Committee Chair Bruce Scherr convened a duly noticed open meeting by conference call of the Finance and Audit Committee (FAC) concurrently held with a meeting of the Board of Trustees, called by Chairman John Q. Anderson, of the North American Electric Reliability Corporation on August 20, 2009 at 10 a.m. EDT. As required by the bylaws of the Corporation, dial-in access was provided to members of the Corporation and the public for the meeting. The meeting agenda is attached as Exhibit A. Trustees present on the call in addition to Chairman Anderson and Committee Chair Scherr were Paul Barber, Thomas Berry, Janice Case, Jim Goodrich, Fred Gorbet, Ken Peterson, Jan Schori and Rick Sergel. Regional Manager Gerry Cauley and NERC staff members Mike Walker, Susan Turpen, and David Cook were also on the call. Additional attendees are listed in Exhibit B. Antitrust Compliance Guidelines Committee Chair Scherr directed the participants attention to the NERC Antitrust Compliance Guidelines. Finance and Audit Committee Agenda Requests by Midwest Reliability Organization, Reliability First Organization, Southwest Power Pool Regional Entity and Texas Regional Entity for Approval of Amendments to 2010 Business Plans and Budgets to Address Technical Feasibility Exception (TFE) Resource Requirements Mike Walker, Chief Financial and Administrative Officer, informed the committee that the first agenda item was for the FAC to review and recommend to the Board the approval of proposals by four regional entities regarding amendments to their 2010 Business Plan and Budgets in order to provide additional resources for TFE processing. Each of these proposed amendments had been approved by the boards of the applicable Regional Entity. Mr.Walker reviewed the proposed 2010 Business Plan and Budget amendments by Midwest Reliability Organization (MRO), Reliability First Corporation (RFC), Southwest Power Pool Regional Entity (SPP), and Texas Regional Entity (TRE), noting that the FAC and Board members had been provided with summaries of the proposals together with information concerning the working capital reserves and line of credit arrangements for each of the Regional Entities. Mr. Walker also indicated that the Florida Reliability Coordinating Council (FRCC), Northeast Power Coordinating Council (NPCC), SERC Reliability Corporation (SERC), and the Western Electricity Coordinating Council (WECC) elected not to increase their budgets for TFE processing at this point in time and will use existing resources and reserves to carry out these duties. However, if additional resources are needed, these Regional Entities will seek approval of amendments to their business plans and budgets from their board, NERC Board, and FERC. After some discussion, with a motion by Fred Gorbet and a Village Blvd. Princeton, NJ

2 second from Jan Schori, the committee approved the motion to recommend to the Board that they approve the requested business plan and budget amendments by MRO, RFC, SPP, and TRE. Review of 2010 Business Plan and Budget Assessments David Cook, Vice President and General Counsel, reviewed the 2010 Business Plan and Budget Assessments, regarding the allocation of the NERC and Regional Entity budgets among the Load Serving Entities (LSEs) or their alternates. Mr. Cook informed the FAC that the assessments use the same allocation methodologies as used in the 2009 Business Plan and Budget, updated with the numbers from the 2010 Business Plan and Budget, with the exception of a recent FERC order directing NPCC to utilize NEL for the NPCC allocation within the United States for Mr. Cook indicated that the Ontario Independent System Operator and the Québec Régie de l énergie staff had reviewed and were comfortable with their proposed allocations Mr. Cook noted that the assessments listed in Appendix 2A of the agenda package are the NEL from 2008 for each LSE, and this is the most current data available. Appendix item 2B lists the total assessment for each entity, and items 2C and 2D include the details of the calculations that make up the total assessments. Susan Turpen, NERC Controller, provided a more detailed explanation of the NPCC allocation, including the compliance cost credit calculations applicable to Ontario and New Brunswick With a motion from Jan Schori, and a second from John Q. Anderson, the committee approved a motion to recommend to the Board that they approve the 2010 Business Plan and Budget Assessments. Board of Trustees Agenda Chairman Anderson opened the meeting of the Board of Trustees indicating that all of the Board members present for the Board meeting were also present for the FAC meeting, which just concluded, and inquired whether any of the Board members had any further comments or requests for discussion of the two items set forth on the agenda. Tom Berry inquired about whether at a later meeting, the FAC could hold a discussion on the philosophy of the working capital reserve. Chairman Anderson agreed with Mr. Berry s suggestion, and asked Mr. Walker to add this discussion as an agenda at a later FAC meeting. There were no further requests for discussion of the agenda items. On a motion from Mr. Scherr and a second from Jan Schori, the Board approved the 2010 Regional Entities TFE Related Business and Budget Plan Amendments for MRO, RFC, SPP, and TRE. On a motion from Mr. Scherr and a second from Jan Schori, the Board also approved the 2010 ERO and Regional Entity Assessments. Mr. Walker stated that the full budget package would be submitted to FERC on August 24. There being no further business, the meeting ended at 10:30 a.m. Submitted by, David N. Cook Corporate Secretary Minutes of Concurrent Meeting of Board of Trustees and Finance and Audit Committee August 20, 2009

3 Exhibit A Finance and Audit Committee and Board of Trustees Conference Call Agenda August 20, a.m. EDT Dial-In: Code: Introductions and Chairman s Remarks Antitrust Compliance Guidelines Finance and Audit Committee Agenda 1. Requests by Midwest Reliability Organization, Reliability First Organization, Southwest Power Pool Regional Entity and Texas Regional Entity for Approval of Amendments to 2010 Business Plans and Budgets to Address TFE Resource Requirements Review and Recommendation to Board of Trustees 2. Review of 2010 Business Plan and Budget Assessments Review and Recommendation to Board of Trustees Board of Trustees Agenda 1. Action on Finance and Audit Committee Recommendations a Regional Entities TFE Related Business and Budget Plan Amendments b ERO Assessments Village Blvd. Princeton, NJ

4 Exhibit B Conference Participant Report Company: North American Electric Conf. Date: 8/20/2009 Leader: John Q Anderson Conf. Time: 10:00 am ET Conference ID: Start Time End Time Name Company Name 9: :31.55 SPK SUSAN TURPEN 9: :31.55 SPK MICHAEL WALKER 9: :31.54 SPK BRUCE SCHERR 9: :32.42 MARK LAUBY NERC 9: :31.55 SPK THOMAS BERRY 9: :31.52 SPK KEN PETERSON 9: :31.58 COURTNEY CAMBURN NERC 9: :31.52 SPK PAUL BARBER 9: :31.52 SPK JIM GOODRICH 9: :31.54 SPK DAVID COOK 9: :31.55 SPK JOHN ANDERSON 9: :31.57 SUE CLARKE MRO 9: :31.51 SPK GERRY CAULEY 9: :32.42 JACK ISTVAN RELIABILITY FIRST 9: :31.53 SPK JAN SCHORI 9: :31.52 SPK RICK SERGEL 9: :31.54 KERRI BLACKWELL SANTEE COOPER 9: :31.52 SPK JANICE CASE 9: :32.03 SHANNON WEAVER MIDWEST ISO 9: :31.52 SPK FRED GORBET 9: :31.39 SARAH ROGERS FRCC 9: :32.41 MIKE YEALLAND IESO 9: :31.50 WILLIAM GALLAGHER VERMONT PUBLIC POWER 9: :32.00 DAVID TINGLE CEA 9: :28.05 ROBERT MARTINKO FIRST ENERGY 9: :31.52 LARRY GRIMM TEXAS REGIONAL TODD BREWER 9: :31.51 MIKE MOON NORTH AMERICA ELECTRONIC 9: :31.53 PEDRO LAGOS ALBERTA ELECTRIC SYSTEM OPERATOR 9: :31.55 ADRIENNE BRIZZOLARA NPCC 9: :31.55 JENNIFER MATTIELLO NPCC 9: :31.52 STEVEN NEUMANN EXELON 9: :31.55 KASIA MIHALCHUK MANITOBA HYDRO Page 1 of 2

5 Conference Participant Report Company: North American Electric Conf. Date: 8/20/2009 Leader: John Q Anderson Conf. Time: 10:00 am ET Conference ID: Start Time End Time Name Company Name 10: :31.53 TIM GALLAGHER RELIABILITY FIRST 10: :31.58 NICHOLAS INGMAN IESO 10: :31.59 PATTI METRO NRECA 10: :31.51 DAVID MCPHIL SOUTHERN COMPANY 10: :31.53 JILLIAN LESSNER WECC 10: :31.50 ANN DELENELA ERCOT 10: :32.34 CHRISTINE HASHA ERCOT Page 2 of 2