MINUTES OF REGULAR BOARD OF DIRECTORS MEETING OF COBB ELECTRIC MEMBERSHIP CORPORATION 1000 EMC PARKWAY MARIETTA, GEORGIA

Transcription

1 MINUTES OF REGULAR BOARD OF DIRECTORS MEETING OF COBB ELECTRIC MEMBERSHIP CORPORATION 1000 EMC PARKWAY MARIETTA, GEORGIA CALL TO ORDER Chairman Tripper Sharp called the meeting of the Cobb Electric Membership Corporation (hereinafter Cobb EMC ) Board of Directors to order at approximately 4:00 p.m. The meeting was held in the Board Room of the Administrative Building. INVOCATION AND PLEDGE David Johnson gave the invocation and led the pledge. IN ATTENDANCE The following members of the Board of Directors were present: Bryan Boyd Tripper Sharp David McClellan David Tennant Ed Crowell (Telephonically) Kelly Bodner Malcolm Swanson Eric B. Broadwell Rudy Underwood Others in attendance were: Chip Nelson David Joimson Robert Steele Jamey Hulsey Tim Sosebee Kevan Espy Leslie Thompson Kristi Knight Jenny Carrotl Bob Schoonover Ron Younker

2 Minutes of Regular Board of Directors Meeting Page 2 of $ APPROVAL Of AGENDA Tim Jarrell Perla De La Rosa Brian Duvall Austin Medford Charity Wilson Kevin Miliman Maureen Kunapareddy, Memeber Guest David Tyler, Member Guest Xavier Avery, Member Guest Kevin Moore, General Counsel Director Tennant made a motion to approve the agenda, as presented and seconded by Director McClellan. The motion carried unanimously. SAFETY MESSAGE Brian Duvall, Manager Operational Technologies, presented the Safety Message on home security. Mr. Duvall offered the following tips on how to stay safe at home: If you purchase a used home make sure you change all the locks; you never know who has a key Install an alarm system; the audible alarm on entry will usually dissuade intruders Light up the entrance to your home. Because LED lighting is inexpensive to operate, consider leaving your front porch or entry light on all night. Motion lights are also very effective Install deadbolt locks with a minimum one inch bolt Use a metal cross bar on sliding glass doors Keep doors and windows locked, as well as cars left in the driveway. Always keep garage doors closed when unattended If possible, choose the most secure room in your house and install a reinforced door to create an improvised safe room Always look before opening a door to anyone If you see something, say something (e.g. if you see a suspicious person in the neighborhood, don t hesitate to call the police) APPROVAL Of PREVIOUS MINUTES Chairman Sharp called for a vote to approve the minutes from the September 19, 2017 Board of Directors Meeting. Director Tennant seconded a motion made by Director McClellan to approve the minutes. The motion carried unanimously.

3 Minutes of Regular Board of Directors Meeting Page 3 of 8 RECOGMZE MEMEERS Chairman Sharp welcomed member guests, Maureen Kunapareddy, David Tyler, and Xavier Avery, to the meeting. REPORT FROM BUDGET AND FINANCE COMMITTEE Director McClellan, Chairman of the Budget and Finance Committee, presented the report from the Budget and Finance Committee Meeting held on October 23, Director McClellan stated the Committee approved the minutes of the September 18, 2017 Committee meeting. Kevin Greiner, President and CEO of Gas South, presented an update on Gas South s financial results as of September Gas South s net income for September was a loss of $700,000, which is favorable to budget by $500,000. The fiscal year-to-date is a loss of $2.5 million, which is $2.2 million favorable to budget. The Committee received a report on the Financial and Statistical Report for Cobb EMC for the month of September 2017 by Robert Steele, CFO. The net margin for September was reported at $9.7 million, which is $1.1 million unfavorable to budget. The calendar year to date net margin is $31 million, which is $1.7 million unfavorable to budget. The Balance Sheet at the end of September is $924 million. Tim Sosebee. Senior Vice President of Business Operations presented to the Committee a report on write-offs for the month of September 2017 for $93,166. The Committee received a follow up report and proposal from Jamey Hulsey, Senior Vice President of Electric Operations, for the purchase of the 2018 Long Lead Vehicles. The proposal included a recommendation to purchase five new vehicles for Electric Operations to replace older vehicles. The total amount of the purchases is $1,371,248. These items will be included in the 2018 budget. Chairman Sharp called for a vote on the motion from the Committee to approve the purchase of the five new vehicles, as presented. There being no second necessary, the motion to approve the Committee s recommendation carried unanimously. The Committee received a follow up report from Mr. Hulsey on the Constmction Work Plan for for $98.5 million. The Committee received an initial report on the Construction Work Plan at the September meeting. The report included revisions to reflect comments made by the Committee. After discussion, the Committee approved the Construction Work Plan. Chairman Sharp called for a vote on the motion from the Committee to approve the work plan. as presented. There being no second necessary, the motion to approve the Committee s recommendation carried unanimously. Mr. Steele gave the Committee a report and information on the 2018 budget. The Committee will have its second budget working session on November 2, The Committee received a staff recommendation for the Wholesale Power Cost Adjustment (WPA) of zero mils on member s bills rendered in November The Committee recommended the Wholesale Power Adjustment (WPA) remain at zero mils beginning the month of November The WPA will be reviewed monthly and adjusted if necessary. Chairman Sharp called for a vote on the motion from the Committee to approve the recommendation of a WPA of zero mils starting November 1, 2017, with consideration thereof monthly. There being no second necessary, the motion to approve the Committee s recommendation, with consideration thereof monthly carried unanimously.

4 Minutes of Regular Board of Directors Meeting Page 4 of 8 Chairman Sharp stated the financial reports have been reviewed and are ready for submittal to the auditors. REPORTS FROM COMMITTEES Audit Committee Director Rudy Underwood, Chairman of the Audit Committee, stated the Committee did not meet, and there was no report at this time. Public Affairs and Education Committee Kelly Bodner, Chairman of the Public Affairs and Education Committee, stated the Committee did not meet, and there was no report at this time. The Committee plans to meet in November of Governance Committee Director Ed Crowell, Chairman of the Governance Committee, stated the Committee did not meet, and there was no report at this time. The Committee plans to meet in November of Eneriv Portfolio Committee Director David Tennant, Chairman of the Energy Portfolio Committee, stated the Committee met on October 17, 2017 and discussed the following: Changing from Zone 6 to Zone 4 as the index pricing used for the Peaking Block agreement with Southern Power Southern Power is in the process of transferring the ownership of Sandhills Solar facility to a Southern Power LLC named SP Solar, LLC Provided information on energy trends in the U.S. and other countries Provided information and discussed initial thoughts on energy efficiency at Cobb EMC and becoming the energy efficiency expert for our members Discussed promoting the Cobb EMC website as a useful source to educate members on how we source our energy Discussion ensued regarding electric vehicles and offering a discounted rate for our members who charge their vehicles at home. The Board discussed possibly placing charging stations around our territory. Georgia Power does provide discounted rates for members with electric cars; however, other customers absorb the cost. Tim Jarrell will research to see if other EMCs offer these types of rates to their members. Mr. Nelson stated Georgia EMC would be willing to conduct a survey to see if other EMCs offer discounted rates for electric vehicles, upon request.

5 displayed the Minutes of Regular Board of Directors Meeting Page 5 of 8 Human Resource Committee Director Swanson, Chairman of the Human Resource Committee, stated the Committee met on October 10, 2017 in Executive Session to discuss the employee engagement survey. APPROVE APPLICATIONS AND CANCELLATIONS OF MEMEERSHIPS Chip Nelson, President and CEO, presented the Applications and Cancellations of Memberships report, stating there were 1,885 activations and 1,870 cancellations, resulting in 15 new members in the month of September. Net additions for the year total 1,262 and the member count as October 1, 2017 was 182,823. Director Boyd made a motion to approve the applications for new memberships and approve cancetlations of memberships, as presented, seconded by Director Bodner. The motion carried unanimously. REVIEW SAFETY REPORT Jamey Hulsey, Senior Vice President of Electric Operations presented the September 2017 Board Safety Report. September 2017 Results September Safety Meetings - attendance is 99.9% for all departments, which includes 285 make-ups. Preventable Vehicle Accidents - displayed annual totals from 20i3 through 2017 with one preventable vehicle accident occurring in September 2017 and seven year-to-date. Mr. Hulsey discussed many of the company-wide efforts implemented to reduce vehicle accidents and decrease this number in years to come. Safety Violation Incidents - displayed annual totals from 2013 through 2017 with four safety violations occurring in September 2017 with a total of twenty-one year-to-date. Recordable Injury Incidents - annual totals from 2013 through 2017 with one non-violation, and no violation injuries occurring in September Nine non-violation and two violation injuries have occurred year-to-date. Incident / DART Rate (includes preventable and non-preventable injuries) - displayed annual totals from 2013 through Cobb EMC s year-to-date cumulative incident rate is 2.38 and the year-to-date dart rate is Safety Goal for 2017 = 100 percent 2017 daily success rate is 99.2 percent; 270 out of 272 days has passed without a violation injury, with 36 days since the last violation injury.

6 Minutes of Regular Board of Directors Meeting Page 6 of 8 October Percentage of Safety Participation Yearly totals for 2014 were 30.9 percent, 42.1 percent in 2015 and in Safety participation rose from percent last month to percent in September. Mr. Hulsey noted the cooperative is working diligently to trend this number upward. MARKETING AND CORPORATE COMMUMCATIONS REPORT Kevan Espy, Vice President of Marketing and Corporate Communications, presented the September 2017 Marketing and Corporate Communications report. Mr. Espy reported on Smart Choice accounts for September 2017, which totaled 40,099 active members. Mr. Espy discussed the Cobb EMC App, which had 5,491 downloads in September and 22,141 downloads since its release. Mr. Espy explained the large number of downloads in September was due to the Annual Meeting and the interest in Hurricane/Tropical Storm Irma. Cobb EMC recently participated in the annual Truck-a-Palooza where 1,500 attended. The interactive event took place at the Town Center Ma]! and families were encouraged to see the bucket trucks up close. Mr. Espy discussed secured media coverage noting 128,826,156 impressions occurred in the third quarter representing $760,942 if Cobb EMC had purchased this space in paid advertising. Mr. Espy discussed Media Tone for the fourth quarter of 2016 and for the first three quarters in Mr. Espy reviewed social media activity on Facebook, Twitter and s. Capital Credits Communications are still underway and in the third of fourth months of total coverage. Mr. Espy provided the Community Foundation Update and reported total distributions for October 2017 totaled $84,096. J.D. Power Syndicated results are in and overall, Cobb EMC has progressed steadily since 2012 with a 748 score for Mr. Espy proudly announced Cobb EMC received a score of 779 for the first wave of the J. D. Power Study for REPORT FROM PRESIDENT AND CEO Chip Nelson, President and CEO. discussed his recent attendance at the CFC Boston 100 conference in Cambridge, Massachusetts, which was designed exclusively for CEOs. The conference was unique in that CFC collaborated with THS Markit and Massachusetts Institute of Technology to produce a productive and informative event where in-depth discussions occurred on the future of energy in America. DEPARTMENT SPOTLIGHT Tim Jarrell, Associate Vice President of Power Supply and Planning, reported on load forecast and revenue modeling. Mr. Jarrell began by introducing his team and explaining their key functions within the department. Team members present at the meeting were Austin Medford, Charity Wilson. and Kevin Millman. Other team members include, Clara Myers-

7 July December Minutes of Regular Board of Directors Meeting Page 7 of 8 Daniel and John Walker, an intern from Kennesaw State University. Mr. Janell thanked his team for their hard work managing Cobb EMCs 30 power supply contracts. Mr. Jarrell offered a presentation of the 2018 Load Forecast and Revenue Budget. Mr. Jarrell explained the regression methodology used in the presentation on load forecasting, as follows: The independent variable used was the relationship of degree days to actual load January included 10 years of data August included 10 years of data Regression analysis was conducted for each individual month Using the linear regression equation for each month, the historical average number of degree-days for that month was used to predict the 2018 load The forecast provided the presentation slides includes a 1.25% growth factor increase Other topics reviewed in Mr. Jarrell s presentation included 2018 forecast using weighted regression, purchases and sales with distribution losses, temperatures, annual average residential usage, monthly residential usage, and Cobb EMCs load factor. Mr. Jarrell discussed the revenue budgeting process and reviewed in detail the operating revenue budget. REPORT FROM GENERAL COUNSEL General Counsel, Kevin Moore, stated he had nothing to report at this time. REPORT FROM DIRECTORS Director McClellan stated a member recently called to discuss assistance with her bill. Mr. Sosebee worked with the member to explore solutions. Director Underwood noted he would be meeting soon with Jim Matheson former Representative of the US House of Representatives and CEO of National Rural Electric Cooperation Association. Director Underwood stated he welcomed questions from the Board to ask during his meeting with Mr. Matheson. Director Bodner received a call from a member recently with concerns of trees falling on her property and nearby power lines. Mr. Hulsey and his team responded promptly and the member was pleased with the quick response to her request. Director Bodner announced Cobb EMCs 7th Annual Literacy Week was once again a huge success. Director Bodner had an opportunity to meet with a well-known author who was a guest of the event. Director Bodner expressed her gratitude to the cooperative for continuing to support this worthwhile program. Director Boyd attended the NRECA Regions 2 and 3 Meeting in Chattanooga, Tennessee. Director Broadwell also attended the NRECA Regions 2 and 3 Meeting and attended an informative class on Giving and Receiving Effective Feedback. Chairman Sharp attended Cobb EMCs fourth annual Five Alarm event, an appreciation luncheon for firefighters and emergency medical services crews, honoring first responders from our communities across the cooperative s five-county service district.

8 Minutes of Regular Board of Directors Meeting Page 8 of 8 Chairman Sharp attended the Regions 2 and 3 Meeting and four employee Town Hall Meetings where he had the opportunity to address employees as a group and in one on one discussions. OLD BUSINESS Chairman Sharp stated there was no old business at this time NEW BUSINESS 2018 Board Calendar During the month of October, the Board reviewed the 2018 Board Calendar. Director Broadwell discussed moving the town hail meeting typically held in March to April. The Board agreed to defer this request until a later time. Motion made by Director Boyd to approve the 2018 Board Calendar leaving the request to move the town hall meeting as tentative; seconded by Director Underwood. The motion carried unanimously. EXECUTIVE SESSION Director Swanson made a motion to enter Executive Session; seconded by Director McClellan. The motion carried unanimously. The Directors went into Executive Session. Motion by Director Boyd to exit Executive Session, seconded by Director McClellan; the motion carried unanimously. ADJOURNMENT There being no further business, Director Boyd made a motion to adjourn the meeting; seconded by Director Swanson. The motion carried unanimously. Bryan Boyd Secretary/Treasurer Tripper Sharp Chairman