Eastern Iowa Light & Power Cooperative

“All electric customers of the cooperative are voting members. Each member is entitled to one vote.”

“The cooperative is divided into five districts of reasonably equal size. Each member in the district has one vote per director to be elected. Each district elects three members to the 15-member board of directors. In normal circumstances the terms in each district are for three years and are staggered so that each district elects only one director each year. At certain times, because of the resignation or death of a director, a district may have multiple elections for board members.”

“The cooperative may not sell, mortgage, lease or otherwise dispose of or encumber all or a substantial portion of its property unless it is authorized by the majority of all its members.”

“There are no committees with authority to act on behalf of the governing body.”

“A copy of the form 990 is provided to the ceo for review prior to filing with the irs. The first board of director meeting after the 990 is filed, the form 990 will be reviewed by the board of directors. This is done by showing the form 990 in its' entirety to the board and reviewing the financial data and disclosures that management deems to be significant. At that time the board may ratify the form 990 as filed or request changes. If changes are deemed to be necessary, an amended form 990 will be filed with irs in a timely manner.”

“Each board member and cooperative employee is required to annually disclose activities and relationships that could be considered as a conflict of interest as defined by the cooperative's code of conduct/ethics policy. All potential conflicts are reviewed. A management employee and the ceo reviews the employee disclosures; the ceo reviews the board disclosures and the board president reviews the ceo's disclosure. A recap of potential conflicts is then reviewed by the board of directors to determine if an actual conflict exits. If so, the board decides how the cooperative will deal with these conflicts. This may include requesting cooperative employees to avoid transactions with certain employees, companies or organizations, requesting that certain individuals abstain in the decision making on certain transactions, or ratifying certain transactions or decisions. All actions are documented.”

“The board of directors establishes the compensation level for the ceo. This is based on data provided by a national trade organization and the state employment bureau. A compensation consultant has periodically been used. Decisions on compensation are communicated in a timely manner to appropriate human resources and payroll personnel by the board president. This process is documented.”

“Eastern iowa light and power cooperative will make selected governing documents, conflict of interest policy, and financial statements available to the public or to its' members upon request. The cooperative provides financial statements in its annual report, which is given to all members attending district meetings. Financial statements are also periodically included in the member newsletter which is mailed to all members.”

“The cooperative has invested in new resources, inc. Which is co-owned with other rural electric cooperatives. Eastern appoints two board members to the board of new resources, inc. Which conducts business activities that all owning cooperatives wish to pursue. The effect of ownership of the taxable entity on the tax status of the cooperative is periodically reviewed.”

“Users of this form 990 should review the disclosure related to retirement and other deferred compensation in the attached schedule j - page 3.”

“The irs instructions state that patronage dividends paid by section 50i(c)(12) organizations to their members should be reported on line 4. The cooperative has interpreted patronage dividends paid to mean patronage dividends allocated or to be allocated for the current year. Since this allocation is not an expense under generally accepted accounting principles (gaap), this also results in a reconciling item to net assets in part xi, on page 12 of the form 990.”

“Capital credits retired -4,584,954. Change in membership and other equities 122,635. Patronage allocation 2,709,185.”