MOUNTAIN PARKS ELECTRIC, INC.
Regular Meeting of the Board of Directors
Walden, Colorado
April 13th, 2023
10:00 A.M.
Attendance
Present: Liz McIntyre, Cray Healy, Mark Volt, Carl Trick, Kristen Taddonio, Virginia Harman, Adam Paulson, Rob Taylor, Adam White, Angie Wallace, Emily Meeks, Joe Palmer, Tiffany Macchione, and Attorney Bryson Fredregill attended in person. Michael Sjobakken attended remotely by telephone. Walden community members were also in attendance, including, Jeff Benson, Coby Corkle, Micah Marmaro, Amy Ward, and Ty Wattenberg.
Call to Order
President Liz McIntyre called the meeting to order at 10:00 a.m.
Determination of Quorum
A quorum was declared.
Public Comment
Community members inquired into the status of MPEI’s fiber optic line in North Park. Operations Manager Adam Paulson reported that the fiber has been strung but is not yet connected. General Manager Virginia Harman reported that MPEI’s fiber is currently limited to internal use and that MPEI does not have an agreement with a last mile service provider. Walden community members commented that there is a need for fiber-based broadband service both for businesses and schools in North Park
Owner of the North Park Inn and Suites, Micah Marmaro, discussed an electric vehicle charger project he is pursuing in North Park. The project will be federally funded up to 80% of the project cost, which is estimated to be approximately $450,000.00. Marmaro requested that MPEI help bridge the funding shortfall of $80,000.00-$100,000.00 through an increase to the rebate amount for the project.
Amy Ward, Superintendent of the North Park School District, thanked MPEI for support and scholarships. She asked if an exit from Tri-State Generation and Transmission Association, Inc. would impact scholarships available to students in the service territory. President Liz McIntyre reported that MPEI will continue to support scholarships, and that the bulk of the scholarship funding comes from MPEI members via the Education Fund.
Ward also asked about recent power surges affecting MPEI’s system. Paulson reported that MPEI did some switching recently to minimized outages and is investigating the cause of the power surges. The community members were encouraged to report issues to MPEI.
Jeff Benson, Coby Corkle, Micah Marmaro, and Amy Ward exited the meeting.
Audit Report
Randy Robbins, partner with Bolinger, Segars, Gilbert, and Moss, L.L.P., entered the meeting.
Robbins reported on the results of the MPEI 2022 Audit. He presented the MPEI Balance Sheet, discussing plant in service, other property, current assets, and equities and liabilities. He presented the Income Statement, noting deferred revenue and margin accounting. Robbins also presented the Cash Flow Statement. Robbins discussed several footnotes, including those related to utility plant, patronage capital, mortgage notes, right to use assets, and short-term debt. Robbins presented the Audit Letter, stating that the consolidated financial statements present fairly, in all material respects, the financial position MPEI and its subsidiary as of December 31, 2021 and 2022, and the results of its consolidated operations and its consolidated cash flows for the years then ended in accordance with accounting principles generally accepted in the United States of America. He confirmed that this represents a clean and unmodified opinion.
Executive Session
It was properly moved, seconded, and carried to go into executive session for consideration of the audit. All directors present at the meeting, Attorney Fredregill, and Randy Robbins were present for all of the executive session. It was properly moved, seconded, and carried to exit executive session.
Randy Robbins exited the meeting.
President McIntyre recessed the meeting and reconvened at 11:09 AM.
Minutes
Ty Wattenberg entered the meeting.
The Board reviewed minutes from the March 9, 2023, meeting.
MOTION: It was properly moved, seconded, and carried to approve the minutes for the March 9, 2023, board meeting as presented.
Attorney Report
The Board reviewed the Attorney Summary Fees Report as prepared by Levi Williamson.
Attorney Fredregill reported on discussions between counsel and Manager Harman regarding proposed revisions to MPEI’s policy review process. Harman added that the proposed process, including utilization of committees for review could help improve the efficiency and depth of MPEI’s review process. Harman indicated that a detailed proposal would be forthcoming.
Manager’s Report
Manager Harman presented the Manager’s Report. Harman requested the board’s preference as to the format of the Manager’s Report. Harman proposed providing weekly updates and shifting the focus of the monthly report to discussion of plans for the upcoming month. The board consented to the modified reporting format.
Harman reported that MPEI is planning to submit a request for proposals for a cost-of-service study to inform potential changes in MPEI’s rate structure. MPEI’s new financial team is evaluating MPEI’s current banking service terms to see if there are opportunities for better terms. MPEI has a deadline of May 1st, 2023 for responses to its request for information (RFI) regarding power supply. MPEI will also be evaluating contracts and joint use agreements in the coming month. MPEI is looking at developing a better load forecast to assist with financial planning, work planning, rate strategy, and grant writing. Harman reported that she is working with staff to ensure she has a comprehensive understanding of MPEI’s fiber plan and community outreach plan. MPEI is hiring several new staff members in engineering and other departments. MPEI will be hosting a line worker appreciation event on May 15, 2023.
Safety Report
Adam White presented the Safety Report. There were no lost-time accidents and no incidents. White reported on safety training, including training with Granby EMS and training provided by Colorado Rural Electric Association (CREA). In April, MPEI will hold training covering drug and alcohol safety, standards, and awareness.
Discussion & Action Items
Special Counsel Retention for Power Supply
Harman reported on the engagement of special counsel for power supply matters and presented the related engagement letter.
MOTION: It was properly moved, seconded, and carried to ratify the execution of the engagement letter as presented. Director Trick abstained from the vote.
Special Counsel Retention for FERC Matters
Harman reported on the engagement of special counsel for matters related to the Federal Energy Regulatory Commission and presented the related engagement letter.
MOTION: It was properly moved, seconded, and carried to ratify the execution of the engagement letter as presented. Director Trick abstained from the vote.
Policy C-2 Communications/Community Policies and Procedures
President McIntyre and Manager Harman presented a revised Policy C-2 Communications/ Community Policies and Procedures. The board complimented Harman for effectively condensing and communicating MPEI’s donation and sponsorship policy. The board further revised the policy to expressly state the existing annual cap on Manager discretionary donations.
MOTION: It was properly moved, seconded, and carried to adopt the policy as revised.
President McIntyre presented the Education Fund balance along with committed and proposed 2023 donations. The board discussed donations to North Park School District, East Grand School District, and West Grand School District for online and behind-the-wheel drivers education. The East Grand School District and West Grand School District have asked for a combined increase in support of approximately $32,000.00 to fund the increased costs of behind-the-wheel training. The board suggested that the schools and community groups be asked to increase non-MPEI sponsorship and support so that the drivers education programs are not so reliant on MPEI funding.
MOTION: It was properly moved, seconded, and carried to adopt 2023 support for East Grand School District and West Grand School District drivers education programs, with a combined maximum benefit amount of $69,000.00 for online and behind-the-wheel training, and to adopt support of the North Park School District’s drivers education program in the amount of $7,500.00, provided that future funding of the East Grand School District and West Grand School District drivers education programs is contingent on each district securing more non-MPEI funding.
New Rate for Tariff 205
Manager Harman presented revisions to Section 205.01 of Tariff 205 with a proposed effective date of May 1, 2023. The revisions address construction charges for Simple Services, providing in part that:
“A 200-amp service meter pedestal installed within 20 feet of the Cooperative source is considered a “Simple Service.” For Simple Services, the customer shall pay Cooperative an amount equal to the average cost of installation of Simple Services, as determined by the Cooperative. The Cooperative may update the cost as frequently as quarterly. There will be no reconciliation of actual construction charges for Simple Services.”
Harman presented proofs of publication of the notice of the tariff change, which was published on March 22 and March 23 in newspapers of general circulation within MPEI’s territory.
MOTION: It was properly moved, seconded, and carried to adopt the tariff as presented.
RESP
Discussion of the RESP loan was tabled until a later meeting.
Run-off Election Process
Manager Harman and Attorney Fredregill presented a proposed run-off election process to be utilized in the event that no candidates in a given election achieve a majority of the votes cast in that election as required by the MPEI Bylaws.
MOTION: It was properly moved, seconded, and carried to adopt the process as presented.
Operations and Engineering Report
Adam Paulson presented the Operations and Engineering Report. MPEI held a developer and builders meeting in early April at MPEI headquarters, with over forty builders, developers and electricians in attendance. Adam reported that the meeting went well, with MPEI communicating changes taking place to account for construction cost inflation and the simple service tariff for new construction. MPEI has received and is evaluating two very large new service requests. MPEI performed engineering analysis, and connection of the proposed services will require significant upgrades, including substation and transformer upgrades. The prospective member/customers have been advised of the costs and construction timeline needed for such upgrades. National Lineman Appreciation Day is April 18th. Two MPEI employees were recently recognized at the Colorado General Assembly as part of the National Lineman Appreciation. MPEI will be observing the day of appreciation May 15th.
Finance Report
Emily Meeks presented the Finance Report. Mountain Parks Electric is reviewing its banking relationships in light of recently reported financial and banking sector vulnerabilities. Meeks reported that MPEI has restructured its cash accounts to secure higher interest yields, while ensuring that those cash accounts are FDIC insured. MPEI has moved its revenue accounting to an accrual basis so that the accounting of such revenues more directly aligns with associated expenses, especially power purchased. MPEI is adding new options for members to pay their power bill by making payment available at approved local vendors MPEI will communicate this option to members when it is available later this year.
Information Technology (IT) Report
Joe Palmer presented the IT Report. He discussed the NRECA Co-op Cybersecurity Program. The program identifies metrics that co-ops should meet to reduce cybersecurity risks. MPEI is in compliance with all standards with the exception access to encrypted backups, which standard may be revised due to impossibility.
Human Resources and Administration Report
Angie Wallace presented the Human Resources and Administration Report. Wallace reported that MPEI has hired an engineering supervisor and journeyman lineman. MPEI is interviewing for manager of member services, meter technicians, and staff engineer. MPEI is also conducting a compensation structure review and pay equity analysis. This will be completed by the end of summer.
Member Relations and Communications Report
Rob Taylor presented the Member Relations and Communications Report. Taylor reported that District 1 director ballots have been mailed, and the Granby ballot drop box is open. Taylor discussed the scholarship committee meeting, noting that 28 scholarship winners were selected out of nearly 50 applications. The scholarship recipients will be invited with their families to the MPEI Annual Meeting on May 13th. MPEI awarded over $70,000 in scholarships. Registration for the annual meeting and breakfast will start at 8 a.m., with the meeting to begin at 9:15 am.
Bills for Payment
The Board reviewed bills for payment in March.
Board Open Forum and Associated Reports
Cray Healy reported on his attendance at the Colorado Rural Electric Association (CREA) Board of Directors meeting. CREA held a cybersecurity workshop. Healy has been named to the CREA Community and Education Committee and the Safety and Loss Committee. The MPEI Board discussed the status of Colorado Senate Bill 23-198 regarding Clean Energy Plans. The bill passed the legislature.
Carl Trick and Manager Harman reported on their attendance at the regular meeting of the Tri-State Board of Directors. The Tri-State Board will vote in June on a rate design to submit to the FERC. There will also likely be a June vote on joining a regional transmission organization (RTO), with the subject of the vote likely to be a commitment to RTO West.
Director McIntyre reported on her attendance at the MPEI Green Power and Charitable Trust meetings.
Director Taddonio reported on the Energy Code Board meeting. New electric and EV-ready codes will be adopted by this summer.
Old Business
MOTION: It was properly moved, seconded, and carried to ratify the appointment of Cray Healy as the MPEI Treasurer at the March 9, 2023 MPEI Regular Meeting of the Board of Directors.
MOTION: It was properly moved, seconded, and carried to ratify the appointment of Justin Fosha as the MPEI Acting Secretary at the March 9, 2023 MPEI Regular Meeting of the Board of Directors.
MOTION: It was properly moved, seconded, and carried to ratify the adoption of the RUS Resolution regarding RDUP Form 674 at the March 9, 2023 MPEI Regular Meeting of the Board of Directors.
New Business
No unnoticed new business
Emergency Business
No emergency business.
Executive Session
MOTION: It was properly moved, seconded, and carried to go into Executive Session for consideration of power supply matters and ongoing litigation. All directors present at the meeting were present for the entirety of the executive session, with the exception of Director Trick who was not present for any portion of the executive session. Manager Harman was present for the entirety of executive session. Attorney Fredregill was present for that portion of executive session where power supply was discussed and for a portion, but not all, of the discussion related to ongoing litigation. Adam Paulson and Emily Meeks were present for the portion of executive session where power supply was discussed.
MOTION: It was properly moved, seconded, and carried to exit executive session.
The meeting adjourned at 3:08 p.m.