East River Electric Power

“The cooperative shall have no stock, but membership in the cooperative shall be evidenced by a membership certificate. Membership in the cooperative shall be of four classes as follows: (a)class "a" membership. Any incorporated cooperative association organized under state laws governing rural electric cooperatives, for the purposes of constructing, operating and maintaining electric distribution lines or systems may become a class "a" member upon compliance with the other membership requirements of these bylaws. Each class "a" member shall be entitled to one (1) director and one (1) vote at any cooperative meeting. (b)class "b" membership. Any municipality or other body politic may become a class "b" member upon compliance with the other membership requirements of these bylaws. Class "b" members shall collectively be entitled to one (1) director and one (1) vote at any cooperative meeting. (c)class "c" membership. Any firm, association, corporation, business trust, limited liability company or other entity not fitting the requirements of class "a or "b" membership may become a class "c" member upon compliance with the other membership requirements of these bylaws. Class "c" members shall collectively be entitled to one (1) director and one (1) vote at any cooperative meeting. (d)class "d" membership. Any cooperative, firm, association, corporation, business trust, limited liability company or other entity not fitting the requirements of class "a", "b", or "c" membership may become a class "d" member upon compliance with the other membership requirements of these bylaws. Class "d" members shall collectively be entitled to one (1) director and one (1) vote at any cooperative meeting.”

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

“Upon completion of east river's 990, the return will be posted to the secure area of east river's web site for the directors, officers, and managements review. Any questions or concerns will be addressed and the 990 will be filed with the irs.”

“All directors and employees are covered by the conflict of interest policy. An employee or director shall make prompt and full disclosure to the board or to the employee's supervisor of any potential situation which may involve a conflict of interest. Determination of whether a conflict exists and review of the conflict will be made by the board if the person involved is a board member or general manager; if the person involved is an employee, the employee's supervisor will make this determination. Any employee or director whose conduct violates the conflict of interest policy shall be subject to disciplinary action up to and including expulsion from the board or termination; this is determined by the board or general manager.”

“The compensation plan is based on a compilation of salary survey data acquired through the services of a professional consultant. An average of the median rates in the various surveys is used to determine the east river market rate. The board of directors annually reviews the market data and approves any changes.”

“Available upon request by calling the office, stopping in, or via email.”

“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, assistant general managers and other highly compensated employees. 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 -8,758,316. Allocation of 2022 margins to members in 2023 35,162,618.”

“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.”

“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.”