New Hampshire Electric Cooperative

“New hampshire electric cooperative, inc. (the cooperative) has members. Any person, firm, corporation or body politic may become a member in the cooperative by: a) making an application for membership and service; b) agreeing to purchase goods or services from the cooperative as specified in the bylaws; and c) agreeing to comply with and be bound by the certificate of organization of the cooperative and the code of bylaws and any amendments thereto and such rules and regulations as may from time to time be adopted by the board of directors. No persons, firm, corporation or body politic may own more than one (1) membership in the cooperative.”

“The cooperative's eleven (11) member board of directors is chosen by and from the membership. At each annual meeting to which ballots are returned, directors are elected for three-year staggered terms, with at least three to be elected each year.”

“The following items are subject to the affirmative vote of at least two- third (2/3) of the members voting a) disposition of property that exceeds, in any one (1) year, ten percent (10%) of the value of the cooperative's "total utility plant" as stated in the most recent annual report of the cooperative; b) disposition of any item of a damaged property valued (at depreciated book) at more than 25,000 c) acquisition of generation, transmission and/or distribution facilities for which the purchase price exceeds twenty-five percent (25%) of the value of the cooperative's "total utility plant" as stated in the most recent annual report of the cooperative; d) the sale of the cooperative's entire system or the dissolution of the cooperative; e) the alteration, amendment or repeal of the cooperative's code of bylaws; and f) the amendment of the certification of organization.”

“The cooperative's form 990 is reviewed by the audit committee with a recommendation to the full governing body.”

“Annual review of all polices. By the board of directors and board committee; annual review of ethics policy which also includes conflict of interest are disclosed to board of directors.”

“The cooperative has an independent compensation consultant provide a ceo compensation analysis. To ensure the wages of the ceo and non-union employees are within salary ranges that are reasonable yet competitive in the marketplace, the cooperative engages an outside consultant who specializes in compensation and is highly knowledgeable about rural electric cooperatives. Every few years the consultant issues a report to the board of directors establishing a fair market value range for the ceo position based on operating criteria. The operating criteria includes number of members served, total utility plant and operating revenue. For non-union employees, the consultant builds a compensation model which includes salary grades and pay ranges. The salary grades are based on job descriptions which are evaluated on the factors of job knowledge, leadership, organizational effect, complexity, and communication. The internal grade values are merged with external salary survey information (reflecting comparable pay for similar positions in comparable organizations); this modeling and optimization of internal equity and external market data is the basis of the established cooperative pay ranges.”

“See compensation determination process noted above.”

“Fully audited financials, current 990 filing, all board policies and policy on ethics & conflict of interest are posted on the cooperative's website.”

“Form 990, part x, line .1oa. - section. 1.263(a)-3(n) election: new hampshire electric cooperative, inc 579 tenney mountain highway plymouth, nh 03264-3147 ein 02-0172119 new hampshire electric cooperative inc. Is electing to capitalize repair and maintenance cost under regulation section 1. 263(a)3(n)”

“Patronage capital allocation 6,833,757 other 19,283 total 6,853,040”