East Kentucky Power Cooperative Inc

“East Kentucky Power Cooperative, Inc., (EKPC) is a rural electric generation and transmission cooperative that provides wholesale electric power and related services to its 16 member rural electric distribution cooperatives. By virtue of their memberships, these member cooperatives own EKPC. Each member cooperative has a representative that serves on the Board of Directors of EKPC. Each member is also a tax-exempt organization. The members are Big Sandy RECC, Blue Grass Energy Cooperative, Clark Energy Cooperative, Cumberland Valley Electric, Farmers RECC, Fleming-Mason Energy, Grayson RECC, Inter-County Energy Cooperative, Jackson Energy Cooperative, Licking Valley RECC, Nolin RECC, Owen Electric Cooperative, Salt River Electric, Shelby Energy Cooperative, South Kentucky RECC and Taylor County RECC.”

“The organization does have members who may elect one or more members of the governing body as explained on Form 990, Part VI, Line 6.”

“The dissolution of the Cooperative, the merger or consolidation with any other corporation, or the sale, lease, exchange, transfer or other disposition of all or substantially all of the Cooperative's assets must be approved by a majority of the total members.”

“Per the Audit Committee Charter, the Audit Committee reviews the Form 990 to ensure compliance. A copy of the Form 990 is made available electronically to the full Board of Directors before it is filed.”

“Directors, key management, managers and employees involved in the procurement process annually sign a Conflict of Interest Compliance Statement stating whether they have any actual or potential personal relationships or business interests with any vendor with which the Cooperative does business. These individuals also affirm that they have a continuing responsibility to amend their statement. All compliance statements are reviewed by Internal Audit and any stated conflicts or potential conflicts are researched with the results provided to the Audit Committee.”

“The President and CEO's compensation is determined by the Board of Directors in executive session based upon the results of a comparability data assessment conducted by a consulting group retained by the Board. The Chairman of the Board provides documentation of any pay change to General Counsel. General Counsel retains this documentation, along with the comparability study on file.”

“For other officers and key employees of the organization, each job description is ranked and assigned a salary grade. The midpoints for each salary grade are then determined using external benchmarking data. Minimums and maximums are calculated and the compensation model is updated annually.”

“The organization's annual report, including financial statements, is posted on its own website. The conflict of interest policy is made available to vendors. The governing documents, Articles of Incorporation, Bylaws, Board and Administrative Policies are available via the Intranet to employees and Directors, but not to the public.”

“The compensation structure for Directors is based upon the results of a director compensation comparability study and the need to attract and retain directors with skills needed to govern a G&T utility. The structure recognizes and compensates directors for the considerable time and effort spent outside of meetings fulfilling their oversight and governance roles. A questionnaire was distributed to each current and former officer, key employee and highest compensated employee. The questionnaire included name, title, date, hours per week and signature of each individual and contained relevant Form 990 instructions and definitions.”

“Other Program Service Revenue - Total Revenue: 6246789, Related or Exempt Function Revenue: 6246789, Unrelated Business Revenue: 0, Revenue Excluded from Tax Under Sections 512, 513, or 514: 0;”

“Actuarial Loss - Accumulated Postretirement Medical Benefit Obligation - -7792273; Total - -7792273;”