Consumers Energy

“Each member holds a membership of the same class.”

“All members are entitled to one vote.”

“Any changes to the articles of incorporation will require a vote from the membership.”

“Committees do not have the authority to act on behalf of the governing body. They can only bring recommendations to the full board.”

“The form 990 will be presented to the board of directors at the board meeting prior to being filed with the irs. Each director will receive a copy of the form 990. The ceo/general manager will conduct the review.”

“Annual conflict of interest disclosure statements are completed by directors and officers. Once completed, the statements are reviewed by the board of directors. The full board determines if a conflict of interest exists. If there is a conflict of interest, the affected party must abstain from discussion and voting on the matter.”

“Compensation of the ceo is determined by the board of directors. Other officers are subject to the compensation plan of consumers energy which includes market analysis of job positions. The board of directors have a policy in place regarding per diem and expense reimbursements, which includes periodic market analysis of state wide cooperative per diems. The process is undertaken annually. The board of directors, with input from the general manager, determines the amount of annual increases for all employees. Annual performance reviews are conducted for all employees.”

“The governing documents, conflict of interest policy and financial statements are available upon request.”

“Included in other compensation is the estimated current year increase or decrease in the actuarial value of the defined benefit plan for the general manager, operations manager, and area supervisors. The current year increase or decrease does not represent current year contributions to the plan. Rather, it is an estimate of the increase or decrease in the actuarial value of the plan as calculated by the plan administrator.”

“The ceo/general manager acts as cfo for the organization.”

“Patronage retired -965,930. Allocation of 2021 margins to members in 2022 1,889,746. Donated capital - forfeited patronage 156,205.”

“The labor, pension and payroll taxes reported on lines 6-10 are included in distribution expense, administrative & general expense and customer expense. Therefore, labor, pension and payroll taxes are shown as a reduction to other expenses on line 24e.”

“The cooperative has interpreted the instructions to part ix, line 4, to mean patronage capital allocated for the year, rather than patronage capital retired. This is consistent with the by-laws of the cooperative.”