Clay-Union Electric Corporation

“The organization has members. Each member pays $5 to become a member of the cooperative.”

“Each member has one vote.”

“Each member has one vote. Bylaw changes require the membership to vote.”

“The organization has no committees with the authority to act on the behalf of the governing body.”

“The general manager and finance officer review the 990 in detail. After their review, the 990 is provided to each board member. The general manager and/or finance officer present the 990 to the board of directors at the meeting held prior to its filing if so requested by any board member. Whether presented in a board meeting or not, the 990 is not filed until each board member has been given a copy of it and given ample time to review it.”

“The conflict of interest policy covers management positions and directors. The level of determination of whether a conflict exists will be made at the management and/or board level. Actual conflicts will be reviewed at the same level. Any restrictions will be made by either eliminating the conflict, resigning, or being removed from the organization.”

“Compensation is determined by statewide surveys and is comparable to neighboring cooperatives. There is a wage and salary plan for all employees. The compensation process is undertaken annually.”

“Available to the public upon request.”

“The general manager acts as the top management and top financial officer of the cooperative.”

“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. 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.”

“Retirement of capital credits -404,696. Memberships - net change 15. Allocation of 2024 margins to members in 2025 650,000.”

“The labor, pension and payroll taxes reported on lines 5-10 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.”