Minutes of PUBLIC UTILITY DISTRICT NO. 1 OF PEND OREILLE COUNTY November 17, 2015 NEWPORT CONFERENCE ROOM, NEWPORT, WA

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Minutes of PUBLIC UTILITY DISTRICT NO. 1 OF PEND OREILLE COUNTY November 17, 2015 NEWPORT CONFERENCE ROOM, NEWPORT, WA Present: Staff Present: Others: Richard A. Larson, President Daniel L. Peterson, Vice President, via video conference Curtis J. Knapp, Secretary Colin Willenbrock, General Manager Management/District Staff Karen Willner, Clerk of the Board Mark Reddemann, Chief Executive Officer, Energy Northwest Jim Gaston, Energy Northwest Vicki Watilo, Energy Northwest Matt Andersen, Winston & Cashatt Lawyers The meeting was called to order at 9:05 a.m. by Richard A. Larson, President. CONSENT AGENDA: The minutes from the November 3, 2015 meeting, the November 3, 2015 PUD Townhall meeting, and today s revised agenda were reviewed. Vouchers audited certified by the auditing officer as required by RCW 42.24.080, and those expense reimbursement claims certified by RCW 42.24.090, have been recorded on a listing, which has been made available to the Board. As of this date, November 17, 2015, the Board, upon motion by Commissioner Knapp and seconded by Commissioner Peterson approved the following: The minutes of November 3, 2015 meeting, the November 3, 2015 PUD Townhall meeting, and the revised agenda for November 17, 2015. Payment of those vouchers, included in the list referred to above and further described as follows: Voucher Nos. 91448 through 91583 in the total amount of $353,952.38; Wire Transfer Nos. 1260 through 1265 in the total amount of $305,208.92; and ACH payroll transactions in the total amount of $240,615.38 for the payroll ending October 31, 2015. BOARD WORKSHOP: Mark Reddemann, Jim Gaston, and Vicki Watilo with Energy Northwest (ENW) visited with the Board and staff. Mr. Reddemann provided introductions and presented a PowerPoint presentation on ENW s performance and member services. He reported that safety, reliability, and cost effective operations are their main goal and he explained the future vision for ENW. Mr. Gaston provided an overview on ENW s Strategic Plan and Demand Response Program. Discussion was held. Commissioner Larson thanked Mr. Reddemann and Mr. Gaston for providing the information to the District and for the work they do for the utilities. Mr. Reddemann, Mr. Gaston, and Ms. Watilo left for a tour of Ponderay Newsprint Company. SAFETY FIRST: Discussion was held regarding ENW s impressive safety record without any lost time for employee and contractor accidents. CUSTOMER FIRST:

Discussion was held regarding a Newport High School thank you note for the District s participation in their homecoming parade. BUSINESS FROM THE PUBLIC: There was no business from the public. MANAGEMENT REPORT: Colin Willenbrock, General Manager: He reported he has been meeting individually with employees and is getting good constructive feedback. He reported on today s action item for the appointment of a general counsel. Discussion was held. He and Mark Scott, District Water Systems Manager, will be meeting tomorrow at the District with Vern Karnath of Karnath Contracting, Inc. to discuss the Sullivan Lake Cold Water Pipe Project. He reported the Box Canyon Upstream Fish Passage Project is out to bid. Staff is working through the pre-qualification process. He attended a meeting with the Pend Oreille River Commission on November 10 at the District to discuss the Pend Oreille River water levels. The stakeholders would like to have a December meeting with the Army Corps of Engineers to discuss further. Discussion was held. He reported the Port of Pend Oreille has declared the property adjacent to the Pine Street Substation as surplus. The property is back on the real estate market. He reported the District s easement agreement with the port will expire at the end of 2016. The Port and District will be starting negotiations early next year. He reported a meeting is scheduled with Inland Power & Light on November 20 in Spokane to discuss the south county service territories. Paul Boxleitner, Human Resources Manager: He reported that the open enrollment period for Unified Insurance Program has begun. There will be a rate increase for both medical and vision coverage for Plan year 2016; however, there has not been an increase in the past 17 months. He reported the recruiting process has been initiated to find a Human Resources Manager due to his upcoming retirement. The application submittal deadline was November 13 and both he and Mr. Willenbrock are currently reviewing the submissions. Chris Jones, Director, Distribution, Engineering & Operations: He reported the line crew attended and completed a confined space training on November 12 at the District. He provided a Department of Transportation (DOT) District Franchise Project update and reported work on Highway 211 has been finished except for two jobs where variance permits are needed. Staff is working on the permitting with Belsby Engineering. He reported the Kalispel Tribe is doing projects on their sewer system. The District is providing assistance. He reported the tree trimming crew is working on danger trees removal jobs. He reported Keith Cordes, District Line Superintendent, recently attended a superintendent meeting. He reported the DOT Commerial Drivers License (CDL) physical requirements are getting tougher. Eileen Dugger, Contracts & Public Information Administrator: She reported the PUD Calendars for 2016 have arrived and are being distributed. Page 2 Minutes, November 17, 2015

She reported the November Customer Newsletter is in distribution and the next customer newsletter will go out in January. She is busy working on the Box Canyon Fish Passage Contract. The cutoff date for contractor questions and answers was November 12. She is working on contract addendums. She thanked Mark Cleveland, District Power Production Manager, and his crew for helping to answer questions. Discussion was held. She reported the District has received 433 likes on its Facebook page in just under two weeks. She reported Facebook will be used today if there are power and fiber outages due to the potential bad weather. Discussion was held. Mark Cauchy, Director, Regulatory & Environmental Affairs: He reported the Federal Energy Regulatory Commission (FERC) has approved the District s Erosion Control Prevention and Remediation Plan with the Forest Service. He reported the District has received $428,000 as the final amount for its 2016-2017 Energy Conservation Budget from the Bonneville Power Administration (BPA). He provided a Sullivan Lake Cold Water Pipe Project update and reported two dam gates have been repaired, the cofferdam was removed, and the barge was floated in the water yesterday so the cold water pipe screen could be covered and repairs can begin on the cold water pipe. Staff is hoping the dam repairs will be completed by the end of this week. Discussion was held. He attended a meeting with Seattle City Light (SCL) and the Forest Service regarding the Mill Pond Dam Removal and Restoration Contract on November 5 at the District. A public meeting is planned for December 8 at the Cutter Theatre from 7:00-9:00 p.m. to discuss the process. Discussion was held. He reported the Sullivan Creek Powerhouse is available for residential and commercial use now. The property was previously declared as surplus and will be back on the real estate market following a public hearing. Discussion was held. He reported that staff submitted comments regarding the Draft Environmental Impact Statement for a Forest Service grazing allotment in the LeClerc drainage. PUBLIC BUDGET HEARING: Pursuant to notice given to the Newport Miner, a public budget hearing was held at 11:00 a.m. There was one member of the public in attendance. Sarah Holderman, District Treasurer/Customer Services Manager, reported this is a budget presentation and no action is being taken today. She provided a PowerPoint presentation on the proposed 2016 Budget. Discussion was held. The Board thanked Ms. Holderman for her thorough work on the budget. Mr. Willenbrock commended her for doing a great job on the budget forecast and process. MANAGEMENT REPORT (continued): Sandra Pea, Compliance Manager: She reported the District received its regulatory assessments from the Western Electricity Coordinating Council and Reliability Coordinator. The assessments are based upon the District s Net Energy Load calculation from the previous year and used to fund the reliability entities who govern reliability compliance for the Bulk Power System. The assessment decreased by $2,632 compared to last year which is largely attributable to the District s reduction in Net Energy Load that occurred in 2014. Rhonda Thomas, Director, Information Technology & Telecommunications: Page 3 Minutes, November 17, 2015

She provided a Community Network System (CNS) update and reported a Wireless Promotion was held November 10 in Ione. She reported the public turnout was low but there was good conversation and feedback from customers. Discussion was held. She attended a Northwest Open Access Network (NoaNet) Board meeting on November 12 in Seattle and provided an overview. NoaNet will have a Fiber to the Premise workshop after the next NoaNet Board meeting on December 9 in Seattle. She reported this will be the last meeting held in seattle and that future meetings will move to the Network Operations Center in Spokane. She reported that Mike Reed, District CNS Technician, completed his CDL physical and received his CDL certificate on November 14. Sarah Holderman, Treasurer/Customer Services Manager: She and Commissioner Knapp attended the Public Utility Risk Management Services (PURMS) meeting on November 4-5 in Seattle. She reported Skagit PUD has withdrawn from the PURMS pool and that Klickitat PUD received a $65M lawsuit regarding the 2013 wildfire. She; Mr. Cordes; and Kelly Scherf, District Senior Accountant, attended a meeting today regarding wildfire assistance costs. She reported the District will work on getting a reimbursement. Mark Cleveland, Power Production Manager: He reported Lake Pend Oreille is at its normal winter levels and will be decreasing. Staff will be starting generation maintenance at Box Canyon. He reported part 12 of the 5-year Box Canyon Dam inspection requirement from FERC was completed. A waiver for redoing the Emergency Action Plan inundation maps will be submitted. Kelly Scherf, Senior Accountant: She reported Moss Adams auditors will be at the Distric from November 30 December 4. April Owen, Director, Finance/Auditor: She reported Olga Darlington with Moss Adams auditors would like to visit with a commissioner when she is at the District for the audit. Commissioner Larson will attend. She reported the District will have changes related to employee pensions. She explained this is not a cashflow item and it does not affect accounting. The biggest effect will be how it looks to bond agencies. Discussion was held. She will attend the Public Generating Pool meeting on Thursday in Seattle. She reported the District will retain its PGP membership for another year due to PGP s strong power supply marketing group. Discussion was held. Following a 30-minute working lunch, the meeting resumed. ACTION ITEMS: Resolution No. 1380 Appointment of General Counsel and Approval of a Professional Services Agreement. Matt Andersen, Winston & Cashatt Lawyers, provided background information on the law firm. A motion was made by Commissioner Peterson and seconded by Commissioner Knapp to appoint Matt Andersen with Winston & Cashatt Lawyers as General Counsel effective November 17, 2015, and authorized the general manager to execute the contract. The motion passed unanimously. Page 4 Minutes, November 17, 2015

Damage Claim DC09252015. Mr. Jones provided the details. Based on staff recommendation, a motion was made by Commissioner Knapp and seconded by Commissioner Peterson to pay the damage claim in an amount not to exceed $600.00. The motion passed unanimously. Declaration of Surplus Property Miscellaneous Computer Items. Based on staff recommendation, a motion was made by Commissioner Knapp and seconded by Commissioner Peterson to declare the miscellaneous computer items as being no longer necessary, material to, or useful in the operations of the District and, therefore surplus to the needs of the District. The motion passed unanimously. Education Tuition Reimbursement Policy Revision. Mr. Willenbrock reported that the District may occasionally need to take advantage of accelerated training opportunities for certain employees which could fall outside the Policy limits. A motion was made by Commissioner Knapp and seconded by Commissioner Peterson to approve the revised policy. The motion passed unanimously. COMMISSION REPORT: Commissioner Knapp attended the NoaNet Board meeting on November 12 in Seattle and a PURMS meeting on November 4 5 in Seattle. Commissioner Larson attended the Mill Pond Dam Removal meeting on November 5 at the District and participated in a telephone call on November 16 with John Armstrong with SCL regarding the Mill Pond Dam. COMMISSION BUSINESS: Commissioner Peterson will attend the Washington Public Utility Districts Association (WPUDA) Telecom and Government Relations meetings on November 18-20 remotely. Commissioner Knapp will attend the WPUDA meetings on November 18 20 in Olympia. Commissioner Larson will attend the Economic Development Council meeting tomorrow in Cusick, a Shell Trading Floor Tour on November 19 in Spokane, and a Tri-County Economic Development District meeting on November 25 in Colville. Greenridge Landowners Snow Removal/Road Maintenance Funding Request. Discussion was held. A motion was made by Commissioner Knapp and seconded by Commissioner Peterson to contribute $350.00 for snow removal/road maintenance. The motion passed unanimously. North Pend Oreille Valley Lions Club Funding Request. A motion was made by Commissioner Knapp and seconded by Commissioner Peterson to contribute $50 for Selkirk High School students educational scholarships. The motion passed unanimously. EXECUTIVE SESSION PERSONNEL: A 45-minute executive session on personnel was held at 1:15 p.m. The following were in attendance: Board of Commissioners; Colin Willenbrock, General Manager; and Paul Boxleitner, Human Resources Manager. The executive session ended at 2:00 p.m. There was no final action taken. There being no further discussion to come before the Board, the meeting adjourned at 2:01 p.m. President Page 5 Minutes, November 17, 2015

ATTEST: Secretary General Counsel Page 6 Minutes, November 17, 2015