Electric Power Supply Association

“Epsa membership categories board member: any company or entity that is directly involved in the production, sale, or supply of competitive electric power is eligible for membership as a board member of epsa. Associate member: any company or entity that is directly involved in the production, sale, or supply of competitive electric power, is eligible for associate membership in epsa, provided they have an equity ownership in not more than 350 mws of competitive generation in the united states, or if they own no generation assets, sell less than 10 million mwhs of power on an annual basis under a ferc approved market-based tariff and as a state approved energy services provider (or equivalent). Supporting member: a company or entity is eligible for supporting membership as long as they are: primarily involved in supporting the competitive electric power industry, not primarily involved in the generation of electricity or the marketing of power, and support the purposes of the association. State & regional partners: any state or regional independent power association is eligible for state & regional partner membership in epsa.”

“There are four classes of directors that have equal rights and privileges. The first class of directors consists of representatives appointed by the board level member companies. Each board level member company receives one seat on the board of directors. The second class of directors is elected annually by the associate level member companies and consists of one director for each five member companies. The third class of directors is elected annually by the supporting level member companies and consists of one director for each 15 member companies. The fourth class of directors is elected annually by the state & regional partner level member companies and consists of one director only.”

“A draft is prepared by the outside accountant and reviewed by the ceo in consultation with the director of finance. Once approved, the form is provided to the executive committee for review. After the committee's review, the form is signed by the ceo, a copy is provided to the entire voting membership of the board, and then filed with the irs.”

“Members are aware of the policy and are expected to disclose any conflicts. Due to the size of the organization the ceo is in a position to monitor all activities of the staff on a regular basis by interacting with them and the member companies.”

“The executive committee reviews the ceo's performance and, with the aid of published salary surveys, determines the ceo's compensation. The committee chair then notifies the ceo and director of finance and administration via email of the committee's decision. The ceo also operates under a written employment contract. Under a board approved budget, the ceo is authorized to determine key employees' salary with input from search firms and knowledge of what others make in comparable positions within the industry.”

“The bylaws are available on the epsa website. In addition, the governing documents, conflict of interest policy, and financial statements are available upon request.”

“The board delegates authority to an executive committee which consists of up to 10 individuals: the board chair, 1st vice chair, 2nd vice chair, secretary, treasurer, and up to 5 directors elected by the board of directors. All committee members are members of the board of directors. The committee is empowered to act on behalf on the board.”

“The executive committee oversees the audit and selection of the audit firm. The process has not changed from the prior year.”