Lyon Rural Electric Cooperative

“There is one class of members consisting of all electric customers. All members have equal voting rights.”

“Each member votes for their district director and two at large board of directors. There is one class of membership.”

“The cooperative members have the following right to approve director decisions: at the meeting the membership may authorize the sale, lease, exchange or other disposition of all or substantially all of the property and assets of the cooperative and may fix, or may authorize the board of directors to fix, any and all of the terms and conditions thereof and the consideration to be received by this cooperative. Such authorization shall be approved if two-thirds of the members vote affirmatively on a ballot on which a majority of all voting members of the cooperative participate. The directors by the vote of 75 percent of the directors may adopt, alter, amend, or repeal bylaws for the cooperative, which shall remain in force and effect until altered, amended or repealed by vote of 75 percent of the members present or represented having voting privileges, at any annual meeting or special meeting of the membership, or as otherwise provided in the articles of incorporation of bylaws.”

“The organization does not have any committees that have authority to act on behalf of the governing body.”

“The board of directors will be provided a draft copy of the 990 prior to the board meeting. The board will discuss the draft 990 and approve the final 990 and authorize the president to sign the 990.”

“All directors and employees of the cooperative are covered under the conflict of interest policy. The cooperative's attorney reviews all conflict of interest disclosure statements and makes a report to the board of directors. The policy states it is the board president's responsibility to enforce this policy on the board of directors and the general manager's responsibility to enforce this policy on the employees. Currently the retained attorney collects and reviews the disclosure statements and reports to the board of directors. If any conflicts are determined to exist, there are restrictions placed on that individual. The cooperative's conflict of interest policy states these restrictions. Any proceedings resulting from conflicts of interest are reported to the board of directors by the cooperative's attorney, during a board meeting and the report is recorded in the minutes of the meeting.”

“Every december, the salary for the general manager is reviewed by and set for the next year by the board of directors. The nreca national compensation survey is used to help establish the salary. All salaries are approved by the board of directors and this action is recorded in the board meeting minutes. The process was last completed in december 2024.”

“The cooperative makes its governing documents, conflict of interest policy, and financial statements available to the public upon request.”

“Retirement of patronage capital -279,877. Other equity changes 3,594. Patronage dividend allocated 845,506. Prior period adjustments -4,595.”

“The process for oversight of the annual financial statement audit and selection of an independent auditor has not changed.”

“The irs instructions state that patronage dividends paid by section 501(c)(12) organizations to their members should be reported on line 4. The organization 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 has resulted in a reconciling item to net assets in part xi on page 12 of the form 990 and in part xii on schedule d.”